Indazolinone compositions useful as kinase inhibitors

ABSTRACT

The present invention provides compounds of formula I: 
     
       
         
         
             
             
         
       
     
     These compounds, and pharmaceutically acceptable compositions thereof, are useful generally as kinase inhibitors, particularly as inhibitors of PRAK, GSK3, ERK2, CDK2, MK2, SRC, SYK, and Aurora-2. Accordingly, compounds and compositions of the invention are useful for treating or lessening the severity of a variety of disorders, including, but not limited to, heart disease, diabetes, Alzheimer&#39;s disease, immunodeficiency disorders, inflammatory diseases, allergic diseases, autoimmune diseases, destructive bone disorders such as osteoporosis, proliferative disorders, infectious diseases and viral diseases.

CROSS-REFERENCE TO RELATED APPLICATIONS

The present application claims priority under 35 U.S.C. § 119(e) to U.S.Provisional Application No. 60/421,398, filed Oct. 25, 2002, entitled“Indazolinone Compositions Useful as Kinase Inhibitors”, the entirecontents of which are hereby incorporated by reference.

TECHNICAL FIELD OF INVENTION

The present invention relates to indazolinones useful as kinaseinhibitors. These compounds are useful for treating or modulatingdisease in which kinases may be involved, symptoms of such disease orthe effect of other physiological events mediated by kinases.Accordingly, the invention also provides pharmaceutically acceptablecompositions comprising the compounds of the invention and methods ofusing the compositions for treating diseases in which kinase activity isinvolved.

BACKGROUND OF THE INVENTION

The search for new therapeutic agents has been greatly aided in recentyears by a better understanding of the structure of enzymes and otherbiomolecules associated with target diseases. One important class ofenzymes that has been the subject of extensive study is protein kinases.

Protein kinases constitute a large family of structurally relatedenzymes that are responsible for the control of a variety of signaltransduction processes within the cell. (See, Hardie, G. and Hanks, S.(1995) The Protein Kinase Facts Book, I and II, Academic Press, SanDiego, Calif.). Protein kinases are thought to have evolved from acommon ancestral gene due to the conservation of their structure andcatalytic function. Almost all kinases contain a similar 250–300 aminoacid catalytic domain. The kinases may be categorized into families bythe substrates they phosphorylate (e.g., protein-tyrosine,protein-serine/threonine, lipids, etc.). Sequence motifs have beenidentified that generally correspond to each of these kinase families(See, for example, Hanks, S. K., Hunter, T., FASEB J., 9:576–596 (1995);Knighton et al., Science, 253:407–414 (1991); Hiles et al., Cell,70:419–429 (1992); Kunz et al., Cell, 73:585–596 (1993); Garcia-Bustoset al., EMBO J., 13:2352–2361 (1994)).

In general, protein kinases mediate intracellular signaling by effectinga phosphoryl transfer from a nucleoside triphosphate to a proteinacceptor that is involved in a signaling pathway. These phosphorylationevents act as molecular on/off switches that can modulate or regulatethe target protein biological function. These phosphorylation events areultimately triggered in response to a variety of extracellular and otherstimuli. Examples of such stimuli include environmental and chemicalstress signals (e.g., osmotic shock, heat shock, ultraviolet radiation,bacterial endotoxin, and H₂O₂), cytokines (e.g., interleukin-1 (IL-1)and tumor necrosis factor α (TNF-α)), and growth factors (e.g.,granulocyte macrophage-colony-stimulating factor (GM-CSF), andfibroblast growth factor (FGF)). An extracellular stimulus may affectone or more cellular responses related to cell growth, migration,differentiation, secretion of hormones, activation of transcriptionfactors, muscle contraction, glucose metabolism, control of proteinsynthesis, and regulation of the cell cycle.

Many diseases are associated with abnormal cellular responses triggeredby protein kinase-mediated events. These diseases include autoimmunediseases, inflammatory diseases, bone diseases, metabolic diseases,neurological and neurodegenerative diseases, cancer, cardiovasculardiseases, allergies and asthma, Alzheimer's disease and hormone-relateddiseases. Accordingly, there has been a substantial effort in medicinalchemistry to find protein kinase inhibitors that are effective astherapeutic agents. However, considering the lack of currently availabletreatment options for the majority of the conditions associated withprotein kinases, there is still a great need for new therapeutic agentsthat inhibit these protein targets.

SUMMARY OF THE INVENTION

It has now been found that compounds of this invention, andpharmaceutically acceptable compositions thereof, are effective askinase inhibitors. In certain embodiments, compounds of the inventionare inhibitors of PRAK, GSK3, ERK2, CDK2, MK2, SRC, SYK, and Aurora-2.These compounds have the general formula I:

These compounds, and pharmaceutically acceptable compositions thereof,are useful for treating or lessening the severity of a variety ofdisorders, including, but not limited to, heart disease, diabetes,Alzheimer's disease, immunodeficiency disorders, inflammatory diseases,allergic diseases, autoimmune diseases, destructive bone disorders suchas osteoporosis, proliferative disorders, infectious diseases and viraldiseases.

DETAILED DESCRIPTION OF THE INVENTION

I. Description of Compounds of the Invention:

The present invention relates to a compound of formula I:

or a pharmaceutically acceptable derivative thereof, wherein:

-   -   R¹ and R² are each independently hydrogen or a nitrogen        protecting group;    -   one of R³ or R⁴ is —R and the other one of R³ or R⁴ is        —Q¹—A—Q²—Y,        -   wherein Q¹ is a valence bond, —NR^(A)—, —C(R^(A))₂—, —S—,            —O—, —SO₂—, —NR^(A)SO₂—, —SO₂NR^(A)—, —CO—, —NR^(A)CO—,            —CONR^(A)—, —OC(O)—, —C(O)O—, —OC(O)NR^(A), 1,2-cyclopropyl,            1,2-cyclobutanediyl, or 1,3-cyclobutanediyl, or is an            optionally substituted C₂₋₄alkylidene chain, wherein one or            more methylene units of the optionally substituted            C₂₋₄alkylidene chain is optionally replaced by —O—, —S—,            —NR^(A)—, —NR^(A)CO—, —NR^(A)CONR^(A)—, —NR^(A)CO₂—, —CO—,            —CO₂—, —CONR^(A)—, —OC(O)NR^(A)—, —SO₂—, —SO₂NR^(A)—,            —NR^(A)SO₂—, —NR^(A)SO₂NR^(A)—, —C(O)C(O)—, or            —C(O)C(R^(A))₂C(O)—, wherein each occurrence of R^(A) is            independently hydrogen or optionally substituted            C₁₋₄aliphatic, or two occurrences of R^(A) on the same            carbon atom are taken together to form an optionally            substituted 3–6-membered carbocyclic ring;        -   A is an optionally substituted group selected from a            5–7-membered monocyclic or 8–10-membered bicyclic aryl,            heteroaryl, heterocyclic or carbocyclic ring, or is an            optionally substituted C₂₋₆ alkylidene chain wherein one or            more methylene units of said C₂₋₆ alkylidene chain is            optionally replaced by —O—, —S—, —NR^(B)—, NR^(B)CO—,            NR^(B)CONR^(B), —NR^(B)CO₂—, —CO—, —C(O)O—, —OC(O)—,            —CONR^(B)—, —OC(O)NR^(B)—, —SO₂—, —SO₂NR^(B)—, —NR^(B)SO₂—,            NR^(B)SO₂NR^(B)—, —C(O)C(O)—, or —C(O)C(R^(B))₂C(O)—, and            each occurrence of R^(B) is independently hydrogen or            optionally substituted group selected from C₁₋₆ aliphatic,            C₁₋₆heteroaliphatic, aryl or heteroaryl;        -   Q² is NR^(C), S, O, or C(R^(C))₂, wherein each occurrence of            R^(C) is independently hydrogen or optionally substituted            C₁₋₄aliphatic;        -   Y is an optionally substituted group selected from a            5–7-membered monocyclic or 8–10 membered bicyclic aryl,            heteroaryl, heterocyclic or carbocyclic ring;    -   R⁵ is —R;    -   Z is N or CR⁶, wherein R⁶ is —R; and    -   each occurrence of —R is independently hydrogen, Q_((n))halogen,        Q_((n))CN, Q_((n))NO₂, or Q_((n))R⁷ wherein n is zero or one, Q        is an optionally substituted C₁₋₄ alkylidene chain wherein one        or more methylene units of Q is optionally replaced by —O—, —S—,        —NR⁷—, —NR⁷CO—, —NR⁷CONR⁷—, —NR⁷CO₂—, —CO—, —CO₂—, —CONR⁷—,        —OC(O)NR⁷—, —SO₂—, —SO₂NR⁷—, —NR⁷SO₂—, —NR⁷SO₂NR⁷—, —C(O)C(O)—,        or —C(O)C(R⁷)₂C(O)—, and each occurrence of R⁷ is independently        hydrogen, an optionally substituted group selected from        aliphatic, heteroaliphatic, aryl or heteroaryl, or two        occurrences of R⁷ on the same nitrogen atom are taken together        with the nitrogen atom to form an optionally substituted group        selected from a 5–8-membered heterocyclic or 5–8-membered        heteroaryl ring.

In certain embodiments for the compounds described generally above andherein, when Z is CH, R¹, R², R⁴ and R⁵ are each hydrogen, then—Q¹—A—Q²—Y is not:

Compounds of this invention include those described generally above, andare further illustrated by the classes, subclasses, and speciesdisclosed herein. As used herein, the following definitions shall applyunless otherwise indicated. For purposes of this invention, the chemicalelements are identified in accordance with the Periodic Table of theElements, CAS version, Handbook of Chemistry and Physics, 75^(th) Ed.Additionally, general principles of organic chemistry are described in“Organic Chemistry”, Thomas Sorrell, University Science Books,Sausalito: 1999, and “March's Advanced Organic Chemistry”, 5^(th) Ed.,Ed.: Smith, M. B. and March, J., John Wiley & Sons, New York: 2001, theentire contents of which are hereby incorporated by reference.

As described herein, compounds of the invention may optionally besubstituted with one or more substituents, such as are illustratedgenerally above, or as exemplified by particular classes, subclasses,and species of the invention. It will be appreciated that the phrase“optionally substituted” is used interchangeably with the phrase“substituted or unsubstituted.” In general, the term “substituted”,whether preceded by the term “optionally” or not, refers to thereplacement of hydrogen radicals in a given structure with the radicalof a specified substituent. Unless otherwise indicated, an optionallysubstituted group may have a substituent at each substitutable positionof the group, and when more than one position in any given structure maybe substituted with more than one substituent selected from a specifiedgroup, the substituent may be either the same or different at everyposition. Combinations of substituents envisioned by this invention arepreferably those that result in the formation of stable or chemicallyfeasible compounds. The term “stable”, as used herein, refers tocompounds that are not substantially altered when subjected toconditions to allow for their production, detection, and preferablytheir recovery, purification, and use for one or more of the purposesdisclosed herein. In some embodiments, a stable compound or chemicallyfeasible compound is one that is not substantially altered when kept ata temperature of 40° C. or less, in the absence of moisture or otherchemically reactive conditions, for at least a week.

The term “aliphatic” or “aliphatic group”, as used herein, means astraight-chain (i.e., unbranched) or branched, substituted orunsubstituted hydrocarbon chain that is completely saturated or thatcontains one or more units of unsaturation, or a monocyclic hydrocarbonor bicyclic hydrocarbon that is completely saturated or that containsone or more units of unsaturation, but which is not aromatic (alsoreferred to herein as “carbocycle” “cycloaliphatic” or “cycloalkyl”),that has a single point of attachment to the rest of the molecule.Unless otherwise specified, aliphatic groups contain 1–20 aliphaticcarbon atoms. In some embodiments, aliphatic groups contain 1–10aliphatic carbon atoms. In other embodiments, aliphatic groups contain1–8 aliphatic carbon atoms. In still other embodiments, aliphatic groupscontain 1–6 aliphatic carbon atoms, and in yet other embodimentsaliphatic groups contain 1–4 aliphatic carbon atoms. In someembodiments, “cycloaliphatic” (or “carbocycle” or “cycloalkyl”) refersto a monocyclic C₃–C₈ hydrocarbon or bicyclic C₈–C₁₂ hydrocarbon that iscompletely saturated or that contains one or more units of unsaturation,but which is not aromatic, that has a single point of attachment to therest of the molecule wherein any individual ring in said bicyclic ringsystem has 3–7 members. Suitable aliphatic groups include, but are notlimited to, linear or branched, substituted or unsubstituted alkyl,alkenyl, alkynyl groups and hybrids thereof such as (cycloalkyl)alkyl,(cycloalkenyl)alkyl or (cycloalkyl)alkenyl.

The term “heteroaliphatic”, as used herein, means aliphatic groupswherein one or two carbon atoms are independently replaced by one ormore of oxygen, sulfur, nitrogen, phosphorus, or silicon.Heteroaliphatic groups may be substituted or unsubstituted, branched orunbranched, cyclic or acyclic, and include “heterocycle”,“heterocyclyl”, “heterocycloaliphatic”, or “heterocyclic” groups.

The term “heterocycle”, “heterocyclyl”, “heterocycloaliphatic”, or“heterocyclic” as used herein means non-aromatic, monocyclic, bicyclic,or tricyclic ring systems in which one or more ring members are anindependently selected heteroatom. In some embodiments, the“heterocycle”, “heterocyclyl”, “heterocycloaliphatic”, or “heterocyclic”group has three to fourteen ring members in which one or more ringmembers is a heteroatom independently selected from oxygen, sulfur,nitrogen, or phosphorus, and each ring in the system contains 3 to 7ring members.

The term “heteroatom” means one or more of oxygen, sulfur, nitrogen,phosphorus, or silicon (including, any oxidized form of nitrogen,sulfur, phosphorus, or silicon; the quaternized form of any basicnitrogen or; a substitutable nitrogen of a heterocyclic ring, forexample N (as in 3,4-dihydro-2H-pyrrolyl), NH (as in pyrrolidinyl) orNR⁺ (as in N-substituted pyrrolidinyl)).

The term “unsaturated”, as used herein, means that a moiety has one ormore units of unsaturation.

The term “alkoxy”, or “thioalkyl”, as used herein, refers to an alkylgroup, as previously defined, attached to the principal carbon chainthrough an oxygen (“alkoxy”) or sulfur (“thioalkyl”) atom.

The terms “haloalkyl”, “haloalkenyl” and “haloalkoxy” means alkyl,alkenyl or alkoxy, as the case may be, substituted with one or morehalogen atoms. The term “halogen” means F, Cl, Br, or I.

The term “aryl” used alone or as part of a larger moiety as in“aralkyl”, “aralkoxy”, or “aryloxyalkyl”, refers to monocyclic,bicyclic, and tricyclic ring systems having a total of five to fourteenring members, wherein at least one ring in the system is aromatic andwherein each ring in the system contains 3 to 7 ring members. The term“aryl” may be used interchangeably with the term “aryl ring”. The term“aryl” also refers to heteroaryl ring systems as defined hereinbelow.

The term “heteroaryl”, used alone or as part of a larger moiety as in“heteroaralkyl” or “heteroarylalkoxy”, refers to monocyclic, bicyclic,and tricyclic ring systems having a total of five to fourteen ringmembers, wherein at least one ring in the system is aromatic, at leastone ring in the system contains one or more heteroatoms, and whereineach ring in the system contains 3 to 7 ring members. The term“heteroaryl” may be used interchangeably with the term “heteroaryl ring”or the term “heteroaromatic”.

An aryl (including aralkyl, aralkoxy, aryloxyalkyl and the like) orheteroaryl (including heteroaralkyl and heteroarylalkoxy and the like)group may contain one or more substituents. Suitable substituents on theunsaturated carbon atom of an aryl or heteroaryl group are selected fromhalogen; —R^(o); —OR^(o); —SR^(o); 1,2-methylenedioxy;1,2-ethylenedioxy; phenyl (Ph) optionally substituted with R^(o); —O(Ph)optionally substituted with R^(o); —(CH₂)₁₋₂(Ph), optionally substitutedwith R^(o); —CH═CH(Ph), optionally substituted with R^(o); —NO₂; —CN;—N(R^(o))₂; —NR^(o)C(O)R^(o); —NR^(o)C(S)R^(o); —NR^(o)C(O)N(R^(o))₂;—NR^(o)C(S)N(R^(o))₂; —NR^(o)CO₂R^(o); —NR^(o)NR^(o)C(O)R^(o);—NR^(o)NR^(o)C(O)N(R^(o))₂; —NR^(o)NR^(o)CO₂R^(o); —C(O)C(O)R^(o);—C(O)CH₂C(O)R^(o); —CO₂R^(o); —C(O)R^(o); —C(S)R^(o); —C(O)N(R^(o))₂;—C(S)N(R^(o))₂; —OC(O)N(R^(o))₂; —OC(O)R^(o); —C(O)N(OR^(o)) R^(o);—C(NOR^(o)) R^(o); —S(O)₂R^(o); —S(O)₃R^(o); —SO₂N(R^(o))₂; —S(O)R^(o);—NR^(o)SO₂N(R^(o))₂; —NR^(o)SO₂R^(o); —N(OR^(o))R^(o);—C(═NH)—N(R^(o))₂; or —(CH₂)₀₋₂NHC(O)R^(o) wherein each independentoccurrence of R^(o) is selected from hydrogen, optionally substitutedC₁₋₆ aliphatic, an unsubstituted 5–6 membered heteroaryl or heterocyclicring, phenyl, —O(Ph), or —CH₂(Ph), or, notwithstanding the definitionabove, two independent occurrences of R^(o), on the same substituent ordifferent substituents, taken together with the atom(s) to which eachR^(o) group is bound, form a 5–8-membered heterocyclyl, aryl, orheteroaryl ring or a 3–8-membered cycloalkyl ring having 0–3 heteroatomsindependently selected from nitrogen, oxygen, or sulfur. Optionalsubstituents on the aliphatic group of R^(o) are selected from NH₂,NH(C₁₋₄aliphatic), N(C₁₋₄aliphatic)₂, halogen, C₁₋₄aliphatic, OH, O(C₁₋₄aliphatic), NO₂, CN, CO₂H, CO₂(C₁₋₄aliphatic), O(haloC₁₋₄ aliphatic), orhaloC₁₋₄aliphatic, wherein each of the foregoing C₁₋₄aliphatic groups ofR^(o) is unsubstituted.

An aliphatic or heteroaliphatic group, or a non-aromatic heterocyclicring may contain one or more substituents. Suitable substituents on thesaturated carbon of an aliphatic or heteroaliphatic group, or of anon-aromatic heterocyclic ring are selected from those listed above forthe unsaturated carbon of an aryl or heteroaryl group and additionallyinclude the following: ═O, ═S, ═NNHR*, ═NN(R*)₂, ═NNHC(O)R*,═NNHCO₂(alkyl), ═NNHSO₂(alkyl), or ═NR*, where each R* is independentlyselected from hydrogen or an optionally substituted C₁₋₆ aliphatic.Optional substituents on the aliphatic group of R are selected from NH2,NH(C₁₋₄ aliphatic), N(C₁₋₄ aliphatic)₂, halogen, C₁₋₄ aliphatic, OH,O(C₁₋₄ aliphatic), NO₂, CN, CO₂H, CO₂(C₁₋₄ aliphatic), O(halo C₁₋₄aliphatic), or halo(C₁₋₄ aliphatic), wherein each of the foregoingC₁₋₄aliphatic groups of R* is unsubstituted.

Optional substituents on the nitrogen of a non-aromatic heterocyclicring are selected from —R⁺, —N(R⁺)₂, —C(O)R⁺, —CO₂R⁺, —C(O)C(O)R⁺,—C(O)CH₂C(O)R⁺, —SO₂R⁺, —SO₂N(R⁺)₂, —C(═S)N(R⁺¹)₂, —C(═NH)—N(R⁺)₂, or—NR⁺SO₂R⁺; wherein R⁺ is hydrogen, an optionally substituted C₁₋₆aliphatic, optionally substituted phenyl, optionally substituted —O(Ph),optionally substituted —CH₂(Ph), optionally substituted —(CH₂)₁₋₂(Ph);optionally substituted —CH═CH(Ph); or an unsubstituted 5–6 memberedheteroaryl or heterocyclic ring having one to four heteroatomsindependently selected from oxygen, nitrogen, or sulfur, or,notwithstanding the definition above, two independent occurrences of R⁺,on the same substituent or different substituents, taken together withthe atom(s) to which each R⁺ group is bound, form a 5–8-memberedheterocyclyl, aryl, or heteroaryl ring or a 3–8-membered cycloalkyl ringhaving 0–3 heteroatoms independently selected from nitrogen, oxygen, orsulfur. Optional substituents on the aliphatic group or the phenyl ringof R⁺ are selected from NH₂, NH(C₁₋₄ aliphatic), N(C₁₋₄ aliphatic)₂,halogen, C₁₋₄ aliphatic, OH, O(C₁₋₄ aliphatic), NO₂, CN, CO₂H, CO₂(C₁₋₄aliphatic), O(halo C₁₋₄ aliphatic), or halo(C₁₋₄ aliphatic), whereineach of the foregoing C₁₋₄aliphatic groups of R⁺ is unsubstituted.

The term “alkylidene chain” refers to a straight or branched carbonchain that may be fully saturated or have one or more units ofunsaturation and has two points of attachment to the rest of themolecule.

As detailed above, in some embodiments, two independent occurrences ofR^(o) (or R⁺, or any other variable similarly defined herein), are takentogether together with the atom(s) to which each variable is bound toform a 5–8-membered heterocyclyl, aryl, or heteroaryl ring or a3–8-membered cycloalkyl ring having 0–3 heteroatoms independentlyselected from nitrogen, oxygen, or sulfur. Exemplary rings that areformed when two independent occurrences of R^(o) (or R⁺, or any othervariable similarly defined herein) are taken together with the atom(s)to which each variable is bound include, but are not limited to thefollowing: a) two independent occurrences of R^(o) (or R⁺, or any othervariable similarly defined herein) that are bound to the same atom andare taken together with that atom to form a ring, for example,N(R^(o))₂, where both occurrences of R^(o) are taken together with thenitrogen atom to form a piperidin-1-yl, piperazin-1-yl, ormorpholin-4-yl group; and b) two independent occurrences of R^(o) (orR⁺, or any other variable similarly defined herein) that are bound todifferent atoms and are taken together with both of those atoms to forma ring, for example where a phenyl group is substituted with twooccurrences of

these two occurrences of R^(o) are taken together with the oxygen atomsto which they are bound to form a fused 6-membered oxygen containingring:

It will be appreciated that a variety of other rings can be formed whentwo independent occurrences of R^(o) (or R⁺, or any other variablesimilarly defined herein) are taken together with the atom(s) to whicheach variable is bound and that the examples detailed above are notintended to be limiting.

Unless otherwise stated, structures depicted herein are also meant toinclude all isomeric (e.g., enantiomeric, diastereomeric, and geometric(or conformational)) forms of the structure; for example, the R and Sconfigurations for each asymmetric center, (Z) and (E) double bondisomers, and (Z) and (E) conformational isomers. Therefore, singlestereochemical isomers as well as enantiomeric, diastereomeric, andgeometric (or conformational) mixtures of the present compounds arewithin the scope of the invention. Unless otherwise stated, alltautomeric forms of the compounds of the invention are within the scopeof the invention. Additionally, unless otherwise stated, structuresdepicted herein are also meant to include compounds that differ only inthe presence of one or more isotopically enriched atoms. For example,compounds having the present structures except for the replacement ofhydrogen by deuterium or tritium, or the replacement of a carbon by a¹³C- or ¹⁴C-enriched carbon are within the scope of this invention. Suchcompounds are useful, for example, as analytical tools or probes inbiological assays.

The term “protecting group”, as used herein, refers to an agent used totemporarily block one or more desired reactive sites in amultifunctional compound. In certain embodiments, a protecting group hasone or more, or preferably all, of the following characteristics: a)reacts selectively in good yield to give a protected substrate that isstable to the reactions occurring at one or more of the other reactivesites; and b) is selectively removable in good yield by reagents that donot attack the regenerated functional group. Exemplary protecting groupsare detailed in Greene, T. W., Wuts, P. G in “Protective Groups inOrganic Synthesis”, Third Edition, John Wiley & Sons, New York: 1999,the entire contents of which are hereby incorporated by reference. Theterm “nitrogen protecting group”, as used herein, refers to an agentsused to temporarily block one or more desired nitrogen reactive sites ina multifunctional compound. Preferred nitrogen protecting groups alsopossess the characteristics exemplified above, and certain exemplarynitrogen protecting groups are also detailed in Chapter 7 in Greene, T.W., Wuts, P. G in “Protective Groups in Organic Synthesis”, ThirdEdition, John Wiley & Sons, New York: 1999, the entire contents of whichare hereby incorporated by reference.

II. Description of Certain Exemplary Compounds:

In certain exemplary embodiments, for compounds as described generallyabove, Z is CR⁶ and the compound has the structure (Ia):

In certain other exemplary embodiments, for compounds as describedgenerally above, Z is N and the compound has the structure (Ib):

In one exemplary class, for compounds of general formulas I, Ia and Ib,either of R³ or R⁴ is —Q¹—A—Q²—Y, wherein A is a substituted orunsubstituted aryl or heteroaryl moiety and compounds have the generalformula Ia or IIb:

wherein R¹, R², R³, R⁴, R⁵, Q¹, Q² and Y are as defined generally aboveand in classes and subclasses herein;

Z¹ is N or CR^(V), Z² is N or CR^(W), Z³ is N or CR^(X) and Z⁴ is N orCR^(Y), wherein R^(V), R^(W), R^(X) and R^(Y) are each independently R⁸,or R^(X) and R^(Y), or R^(V) and R^(Y) are taken together with theirintervening atoms to form a fused, unsaturated or partially unsaturated,5–8 membered ring having 0–3 ring heteroatoms selected from oxygen,sulfur, or nitrogen, wherein any substitutable carbon on said fused ringformed by R^(X) and R^(Y) or by R^(V) and R^(Y) is substituted by oxo orR⁸, and any substitutable nitrogen on said ring formed by R^(X) andR^(Y) or by R^(V) and R^(Y) is substituted by R⁹;

wherein each occurrence of R⁸ is independently —R; and

each occurrence of R⁹ is independently hydrogen, —R′, —COR′, —CO₂(R′),—CON(R′)₂, or —SO₂R′, wherein each occurrence of R′ is independentlyhydrogen, an optionally substituted group selected from aliphatic,heteroaliphatic, aryl or heteroaryl, or two occurrences of R′ on thesame nitrogen atom are taken together with the nitrogen to form anoptionally substituted group selected from a 5–8 membered heterocyclicor 5–8 membered heteroaryl ring.

As described generally above, A can be an aryl or heteroaryl ringoptionally substituted and optionally fused. In certain exemplaryembodiments, for compounds of formulas I, Ia, Ib, Ia, or IIb (andsubsets thereof as detailed herein), A represents one of the followingmoieties:

wherein R^(V), R^(W), R^(X), and R^(Y) are as defined generally aboveand in classes and subclasses herein.

Examples of certain preferred ring A systems include those representedby formula i, ii, iii or x.

In certain embodiments, ring A systems described generally above, andpreferred ring systems i, ii, iii or x are monocyclic ring systems.

In certain other embodiments, ring A systems described generally above,and preferred ring systems i, ii, iii, or x are bicyclic ring systems.Thus, in certain embodiments, adjacent groups R^(X) and R^(Y) are takentogether to form a ring. Preferred R^(X)/R^(Y) rings include a 5-, 6-,7-, or 8-membered unsaturated or partially unsaturated ring having 0–2heteroatoms, wherein said R^(X)/R^(Y) ring is optionally substituted atany substitutable carbon atom by one or more occurrences of oxo or R⁸,and at any substitutable nitrogen atom by R⁹.

Examples of certain preferred Ring A systems for compounds of formulasI, Ia, Ib, IIa, or IIb (and subsets thereof as described in detailherein) are depicted below by compounds II-A through II-DD, wherein Z¹is nitrogen or CR^(V), Z² is nitrogen or CR^(W), p is 0–4, and Q¹, Q²,R⁸, R⁹ and Y are as defined generally above and in classes andsubclasses herein.

Preferred Ring A systems include II-A, II-B, II-C, II-D, II-E, II-F,II-H, II-I, II-J, II-K, II-L, II-N, II-O, and II-DD, more preferablyII-A, II-B, II-C, II-D, II-E, II-H, and II-K, and most preferably II-Aand II-B.

In certain embodiments, for each of the ring systems described generallyabove and in preferred subsets, Z¹ is CR^(V) and Z² is CR^(W).

In other embodiments, for each of the ring systems described generallyabove and in preferred subsets, Z¹ is N and Z² is N.

In still other embodiments, for each of the ring systems describedgenerally above and in preferred subsets, Z¹ is N and Z² is CR^(W).

In yet other embodiments, for each of the ring systems describedgenerally above and in preferred subsets, Z¹ is CR^(V) and Z² is N.

As described generally above, in certain embodiments, A is a monocyclicring system and R^(V), R^(W), R^(X) and R^(Y) are each independently —R.For monocyclic ring systems, preferred R^(X) groups, when present,include hydrogen, alkyl- or dialkylamino, acetamido, or a C₁₋₄ aliphaticgroup such as methyl, ethyl, cyclopropyl, or isopropyl. For monocyclicring systems, preferred R^(Y) groups, when present, include hydrogen, anoptionally substituted group selected from C₁₋₆ aliphatic, C₁₋₆heteroaliphatic, aryl, or heteroaryl, —Q_((n))N(R⁷)₂, —Q_((n))OR⁷,—Q_((n))SR⁷, —Q_((n))(C═O)O(R⁷), —Q_((n))C(O)N(R⁷)₂, —Q_((n))NHC(O)R⁷,—Q_((n))NHSO₂R⁷, or —Q_((n))SO₂N(R⁷)₂, wherein n is 0 or 1, and whereinQ is preferably —(C(R″)₂)—, wherein R″ is hydrogen or C₁₋₃alkyl, andwherein each occurrence of R⁷ is independently hydrogen, optionallysubstituted aliphatic, heteroaliphatic, aryl or heteroaryl, or twooccurrences of R⁷ on the same nitrogen atom are taken together with thenitrogen atom to form an optionally group selected from a 5–8 memberedheterocyclic or 5–8 membered heteroaryl ring.

Exemplary R^(Y) groups include, but are not limited to, groups selectedfrom optionally substituted 5–6 membered heteroaryl or heterocyclylrings, such as 2-pyridyl, 4-pyridyl, pyrrolidinyl, piperidinyl,morpholinyl, or piperazinyl; optionally substituted aryl or cycloalkylrings such as phenyl, halogen substituted phenyl, alkoxy substitutedphenyl, trifluoromethyl substituted phenyl, nitro substituted phenyl,methyl substituted phenyl; optionally substituted C₁₋₆ aliphatic, suchas methyl, ethyl, cyclopropyl, cyclopentyl, cyclohexyl, aminosubstituted cycloalkyl, acetamido substituted cycloalkyl, isopropyl, ort-butyl; alkoxyalkylamino such as methoxyethylamino; alkoxyalkyl such asmethoxymethyl or methoxyethyl; aminoalkyl such as aminoethyl,dimethylaminoethyl; alkyl- or dialkylamino such as ethylamino ordimethylamino; alkyl- or dialkylaminoalkoxy such asdimethylaminopropyloxy; alkyl- or dialkylaminoalkoxyalkyl such asdimethylaminoethoxymethyl; and acetamido.

For a bicyclic Ring A system, the ring formed when R^(x) and R^(y) aretaken together may be substituted or unsubstituted. As describedgenerally above, the bicyclic ring system A may be substituted by one ormore occurrences of oxo, R⁸ or R⁹, as defined generally above. Incertain preferred embodiments, suitable R⁸ substituents include —R⁷,halo, —O(CH₂)₂₋₄—N(R⁷)₂, —O(CH₂)₂₋₄—R⁷, —OR⁷, —N(R⁷)—(CH₂)₂₋₄—N(R⁷)₂,—N(R⁷)—(CH₂)₂₋₄—R⁷, —C(═O)R⁷, —CO₂R⁷, —COCOR⁷, —NO₂, —CN, —S(O)R⁷,—SO₂R⁷, —SR⁷, —N(R⁷)₂, —CON(R⁷)₂, —SO₂N(R⁷)₂, —OC(═O)R⁷, —N(R⁷)COR⁷,—N(R⁷)CO₂(optionally substituted C₁₋₆ aliphatic), —N(R⁷)N(R⁷)₂,—C═NN(R⁷)₂, —C═N—OR, —NHOR⁷, —N(R⁷)CON(R⁷)₂, —N(R⁷)SO₂N(R⁷)₂,—N(R⁷)SO₂R⁷, or —OC(═O)N(R⁷)₂. Most preferred R^(x)/R^(y) ringsubstituents include -halo, —R⁷, —OR⁷, —COR⁷, —CO₂R⁷, —CON(R⁷)₂,—O(C═O)N(R⁷)₂, —CN, —O(CH₂)₂₋₄—N(R⁷)₂, —O(CH₂)₂₋₄—R⁷, —NO₂—N(R⁷)₂,—NR⁷COR⁷, —NR⁷SO₂R⁷, —SO₂N(R⁷)₂ wherein each occurrence of R⁷ isindependently hydrogen, an optionally substituted group selected fromaliphatic, heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷on the same nitrogen atom are taken together with the nitrogen atom toform an optionally substituted group selected from a 5–8 memberedheterocyclic or 5–8 membered heteroaryl ring.

In certain preferred embodiments, A is a ring of general formula II-Awherein the ring is a monocyclic system and is substituted by preferredsubstituents described above.

In certain other preferred embodiments, A is a ring of general formulaII-A, wherein the ring is a bicyclic system and the bicyclic ring issubstituted by preferred substituents described above.

As described generally above, Y is an optionally substituted aryl,heteoaryl, aliphatic or heteoraliphatic moiety. In certain exemplaryembodiments, for compounds of general formulas I, Ia, Ib, IIa or IIb(and subsets thereof as described in detail herein) Y is an optionallysubstituted heteroaryl moiety. In certain preferred embodiments, Y isselected from one of the following heteroaryl moieties a–y:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

In certain other exemplary embodiments, Y is one of the followingheteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

In certain preferred embodiments, Y is a pyrazole moiety, h.

Preferred R¹⁰ groups include hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl, aminocarbonyl,mono- or dialkylaminocarbonyl, aminoalkyl, alkylaminoalkyl,dialkylaminoalkyl, phenylaminocarbonyl, and (N-heterocycle)carbonyl.Examples of such preferred R¹⁰ substituents include methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl).

In certain preferred embodiments, Y is a pyrazole moiety, h′, whereinthe pyrazole is substituted with two occurrences of R¹⁰ (R^(10a) andR^(10b) as depicted), wherein R^(10a) and R^(10b) are each independently—R.

Preferred groups for R^(10a) and R^(10b) include those preferred groupsexemplified for R¹⁰ above. In certain embodiments, preferred groups forR^(10a) include hydrogen, C₁₋₄aliphatic, alkoxycarbonyl, optionallysubstituted phenyl, hydroxyalkyl, alkoxyalkyl, aminocarbonyl, mono- ordialkylaminocarbonyl, aminoalkyl, alkylaminoalkyl, dialkylaminoalkyl,phenylaminocarbonyl, and (N-heterocycle)carbonyl. Examples of suchpreferred R^(10a) substituents include methyl, cyclopropyl, ethyl,isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph, CH₂CH₂CH₂NH₂,CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃,CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇),CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl). A preferred group for R^(10b) ishydrogen.

As described generally above, two occurrences of R¹⁰ (e.g., R^(10a) andR^(10b) as depicted above in formula h′) taken together may represent asubstituted or unsubstituted cycloaliphatic, cycloheteroaliphatic, arylor heteroaryl moiety. In certain preferred embodiments, Y is one of thefollowing groups:

wherein r is 0–4 and R¹² is —R, wherein —R is defined generally aboveand in classes and subclasses herein. Preferred substituents R¹² on thefused ring include one or more of the following: -halo, —N(R⁷)₂, —C₁₋₃alkyl, —C₁₋₃ haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN,—SO₂(C₁₋₃ alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃alkyl), —C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl, wherein each occurrence of R⁷ is independentlyhydrogen, an optionally substituted group selected from aliphatic,heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on thesame nitrogen atom are taken together with the nitrogen atom to form anoptionally substituted group selected from a 5–8 membered heterocyclicor 5–8 membered heteroaryl ring.

In still other embodiments, for compounds of formulas I, Ia, Ib, IIa orIIb (or subsets thereof as detailed herein) when R³ is —Q¹—A—Q²—Y, R⁴ ispreferably hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,amino, aminoalkyl, mono- or di-alkylamino, mono- or di-alkylaminoalkyl,or optionally substituted phenyl. In most preferred embodiments R⁴ ishydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl or —CH₂NH₂.

In yet other embodiments, for compounds of formulas I, Ia, Ib, IIa orIIb (or subsets thereof as detailed herein), when R⁴ is —Q¹—A—Q²—Y, R³is preferably hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,amino, aminoalkyl, mono- or di-alkylamino, mono- or di-alkylaminoalkyl,or optionally substituted phenyl. In most preferred embodiments R³ ishydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl or —CH₂NH₂.

In certain other preferred embodiments, for compounds of formulas I, Ia,Ib, IIa or IIb (or subsets thereof as detailed herein), R⁵ is hydrogen,halogen, —NO₂, —CN, hydroxy, optionally substituted C₁₋₃alkyl,optionally substituted alkoxy, —SO₂NH₂, or —C(O)alkyl. In more preferredembodiments, R⁵ is Cl, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.

It will be appreciated that for the compounds as generally describedabove, certain subclasses of these compounds are of special interest, asdescribed in more detail below.

In certain embodiments, a preferred subclass of compounds of generalformula Ia or IIb includes those compounds where Q¹ is NH and Q² is NH.These compounds are defined by the general formula IIa(i) or IIb(i) andare depicted generally below:

It will be appreciated that, for compounds of general formulas IIa(i)and IIb(i) certain additional subclasses are of special interest.Certain preferred embodiments of compounds of formula IIa(i) or IIb(i)include those compounds having any combination of the following featuresfor each variable for formula IIa(i) or IIb(i):

i) Z is CR⁶ or N;

ii) R¹, R², R⁴ and R⁵ are each hydrogen and wherein Z is CHR⁶ and R⁶ ishydrogen; or R¹, R², R³ and R⁵ are each hydrogen and wherein Z is CHHRand R⁶ is hydrogen;

iii) ring A is defined according to one of the following groups:

-   -   a. ring A is one of formulas i, ii, iii, iv, v, vi, vii, viii,        ix, or x;    -   b. ring A is one of formulas II-A, II-B, II-C, II-D, II-E, II-F,        II-G, II-H, II-I, II-J, II-K, II-L, II-M, II-N, II-O, II-P,        II-Q, II-R, II-S, II-T, II-U, II-V, II-W, II-X, II-Y, II-Z,        II-AA, II-BB, II-CC, or II-DD;    -   c. ring A is one of formulas II-A, II-B, II-C, II-D, II-E, I-F,        II-H, II-I, II-J, II-K, II-L, II-N, II-O, or II-DD;    -   d. ring A is one of formulas II-A, II-B, II-C, II-D, II-E, II-H,        or II-K;    -   e. ring A is one of formulas II-A or II-B;    -   f. ring A is II-A and Z¹ is CR^(V) and Z² is CR^(W);    -   g. ring A is II-A and Z¹ is N and Z² is N;    -   h. ring A is II-A and Z¹ is N and Z² is CR^(W);    -   i. ring A is II-A and Z¹ is CR^(V) and Z² is N;    -   j. ring A is an optionally substituted aryl or heteroaryl moiety        of formula i, ii, iii or x;    -   k. ring A is a monocyclic ring system and R^(V) and R^(W), when        present, are hydrogen or amino; R^(X) groups, when present, is        hydrogen, alkyl- or dialkylamino, acetamido, or a C₁₋₄ aliphatic        group such as methyl, ethyl, cyclopropyl, or isopropyl; R^(Y)        groups, when present, is hydrogen, an optionally substituted        group selected from hydrogen, C₁₋₆ aliphatic, C₁₋₆        heteroaliphatic, aryl, or heteroaryl, —Q_((n))N(R⁷)₂,        —Q_((n))OR⁷, —Q_((n))SR⁷, —Q_((n))(C═O)O(R⁷),        —Q_((n))C(O)N(R⁷)₂, —Q_((n))NHC(O)R⁷, —Q_((n))NHSO₂R⁷, or        —Q_((n))SO₂N(R⁷)₂, wherein n is 0 or 1, and wherein Q is        preferably —(C(R″)₂)—, wherein R″ is hydrogen or C₁₋₃alkyl, and        wherein each occurrence of R⁷ is independently hydrogen, an        optionally substituted group selected from aliphatic,        heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on        the same nitrogen atom are taken together with the nitrogen atom        to form an optionally substituted group selected from a 5–8        membered heterocyclic or 5–8 membered heteroaryl ring;    -   l. ring A is a monocyclic ring system and R^(V), R^(W) and R^(X)        groups, when present, are hydrogen or amino; R^(Y) groups        include groups selected from optionally substituted 5–6 membered        heteroaryl or heterocyclyl rings, such as 2-pyridyl, 4-pyridyl,        pyrrolidinyl, piperidinyl, morpholinyl, or piperazinyl;        optionally substituted aryl or cycloalkyl rings such as phenyl,        halogen substituted phenyl, alkoxy substituted phenyl,        trifluoromethyl substituted phenyl, nitro substituted phenyl,        methyl substituted phenyl; optionally substituted C₁₋₆        aliphatic, such as methyl, ethyl, cyclopropyl, cyclopentyl,        cyclohexyl, amino substituted cycloalkyl, acetamido substituted        cycloalkyl, isopropyl, or t-butyl; alkoxyalkylamino such as        methoxyethylamino; alkoxyalkyl such as methoxymethyl or        methoxyethyl; aminoalkyl such as aminoethyl, dimethylaminoethyl;        alkyl- or dialkylamino such as ethylamino or dimethylamino;        alkyl- or dialkylaminoalkoxy such as dimethylaminopropyloxy;        alkyl- or dialkylaminoalkoxyalkyl such as        dimethylaminoethoxymethyl; and acetamido;    -   m. ring A system is a bicyclic ring system and the ring formed        when R^(x) and R^(y) are taken together may be substituted or        unsubstituted;    -   n. ring A system is a bicyclic ring system formed by R^(X) and        R^(Y) taken together and substituted by one or more occurrences        of R⁸ or R⁹, wherein each occurrence of R⁸ is independently —R⁷,        halo, —O(CH₂)₂₋₄—N(R⁷)₂, —O(CH₂)₂₋₄—R⁷, —OR⁷,        —N(R⁷)—(CH₂)₂₋₄—N(R⁷)₂, —N(R⁷)—(CH₂)₂₋₄—R⁷, —C(═O)R⁷, —CO₂R⁷,        —COCOR⁷, —NO₂, —CN, —S(O)R⁷, —SO₂R⁷, —SR⁷, —N(R⁷)₂, —CON(R⁷)₂,        —SO₂N(R⁷)₂, —OC(═O)R⁷, —N(R⁷)COR⁷, —N(R⁷)CO₂(optionally        substituted C₁₋₆ aliphatic), —N(R⁷)N(R⁷)₂, —C═NN(R⁷)₂, —C═N—OR,        —NHOR⁷, —N(R⁷)CON(R⁷)₂, —N(R⁷)SO₂N(R⁷)₂, —N(R⁷)SO₂R⁷, or        —OC(═O)N(R⁷)₂, wherein each occurrence of R⁷ is independently        hydrogen, an optionally substituted group selected from        aliphatic, heteroaliphatic, aryl or heteroaryl, or two        occurrences of R⁷ on the same nitrogen atom are taken together        with the nitrogen atom to form an optionally substituted group        selected from a 5–8 membered heterocyclic or 5–8 membered        heteroaryl ring; and each occurrence of R⁹ is independently        hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′, wherein        each occurrence of R′ is independently hydrogen, an optionally        substituted group selected from aliphatic, heteroaliphatic, aryl        or heteroaryl, or two occurrences of R′ on the same nitrogen        atom are taken together with the nitrogen to form an optionally        substituted group selected from a 5–8 membered heterocyclic or        5–8 membered heteroaryl ring,

iv) Y is defined according to one of the following groups:

-   -   a. Y is an optionally substituted heteroaryl moiety;    -   b. Y is selected from one of the heteroaryl moieties a–y;    -   c. Y is selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

-   -   d. Y is a pyrazole moiety, h;    -   e. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,        optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl,        aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,        alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and        (N-heterocycle)carbonyl;    -   f. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, methyl, cyclopropyl, ethyl, isopropyl,        propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,        CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,        CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂,        CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl),        CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃,        CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,        CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl),        CONH(4-tolyl), CONHCH₃, CO(morpholin-1-yl),        CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH, CONH₂, and        CO(piperidin-1-yl).    -   g. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, C₁₋₄aliphatic,alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and(N-heterocycle)carbonyl, and R^(10b) is hydrogen;

-   -   h. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl, and R^(10b) is hydrogen;

-   -   i. Y is heteroaryl moiety substituted by at least two        occurrences of R¹⁰ and where two occurrences of R¹⁰ taken        together may represent an optionally substituted group selected        from cycloaliphatic, cycloheteroaliphatic, aryl or heteroaryl;    -   j. Y represents one of the following heteroaryl moieties:

wherein r is 0–4 and R¹² is hydrogen, -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂—OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),—C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl;

v) for compounds of formula IIa(i), R⁴ is defined according to one ofthe following groups:

-   -   a. R⁴ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R⁴ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂;

vi) for compounds of formula IIb(i), R³ is defined according to one ofthe following groups:

-   -   a. R³ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R³ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂; and

vii) R⁵ is defined according to one of the following groups:

-   -   a. hydrogen, halogen, —NO₂, —CN, hydroxy, optionally substituted        C₁₋₃alkyl, optionally substituted alkoxy, —SO₂NH₂, or        —C(O)alkyl, or    -   b. R⁵ is hydrogen, Cl, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.

In certain preferred embodiments, compounds of the invention includethose compounds having general formula IIa(i) wherein the compounds haveone or more of the following features:

-   -   a. Z is NR⁶, wherein R¹ and R² are each independently hydrogen        or a protecting group and R⁴, R⁵ and R⁶ are each hydrogen,    -   b. ring A comprises the general formula II-A; and    -   c. Y is an optionally substituted heteroaryl moiety selected        from one of formulas a–y.

In most preferred embodiments, for compounds described directly above,ring A is selected from one of the following:

-   -   a. an optionally substituted monocyclic aryl or heteroaryl        moiety of formula i, ii, iii or x; wherein R^(V), R^(W), R^(X)        and R^(Y) are each independently —R; wherein preferred R^(V) and        R^(W) groups, when present, are hydrogen or amino; preferred        R^(X) groups, when present, include hydrogen, alkyl- or        dialkylamino, acetamido, or a C₁₋₄ aliphatic group such as        methyl, ethyl, cyclopropyl, or isopropyl; preferred R^(Y)        groups, when present, include hydrogen, an optionally        substituted group selected from C₁₋₆ aliphatic, C₁₋₆        heteroaliphatic, aryl, or heteroaryl, —Q_((n))N(R⁷)₂,        —Q_((n))OR⁷, —Q_((n))SR⁷, —Q_((n))(C═O)O(R⁷),        —Q_((n))C(O)N(R⁷)₂, —Q_((n))NHC(O)R⁷, —Q_((n))NHSO₂R⁷, or        —Q_((n))SO₂N(R⁷)₂, wherein n is 0 or 1, and wherein Q is        preferably —C(R″)₂)—, wherein R″ is hydrogen or C₁₋₃alkyl, and        wherein each occurrence of R⁷ is independently hydrogen, an        optionally substituted group selected from aliphatic,        heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on        the same nitrogen atom are taken together with the nitrogen atom        to form an optionally substituted group selected from a 5–8        membered heterocyclic or 5–8 membered heteroaryl ring; or    -   b. a bicyclic aryl or heteroaryl moiety of formula i, ii, iii or        x optionally substituted by one or more occurrences of R⁸ or R⁹,        wherein R⁸ substituents include —R⁷, halo, —O(CH₂)₂₋₄—N(R⁷)₂,        —O(CH₂)₂₋₄—R⁷, —OR⁷, —N(R⁷)—(CH₂)₂₋₄—N(R⁷)₂, —N(R⁷)—(CH₂)₂₋₄—R⁷,        —C(═O)R⁷, —CO₂R⁷, —COCOR⁷, —NO₂, —CN, —S(O)R⁷, —SO₂R⁷, —SR⁷,        —N(R⁷)₂, —CON(R⁷)₂, —SO₂N(R⁷)₂, —OC(═O)R⁷, —N(R⁷)COR⁷,        —N(R⁷)CO₂(optionally substituted C₁₋₆ aliphatic), —N(R⁷)N(R⁷)₂,        —C═NN(R⁷)₂, —C═N—OR, —NHOR⁷, —N(R⁷)CON(R⁷)₂, —N(R⁷)SO₂N(R⁷)₂,        —N(R⁷)SO₂R⁷, or —OC(═O)N(R⁷)₂, wherein each occurrence of R⁷ is        independently hydrogen, an optionally substituted aliphatic,        heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on        the same nitrogen atom are taken together with the nitrogen atom        to form an optionally substituted group selected from a 5–8        membered heterocyclic or heteroaryl ring; and        Y is selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl, aminocarbonyl,mono- or dialkylaminocarbonyl, aminoalkyl, alkylaminoalkyl,dialkylaminoalkyl, phenylaminocarbonyl, or (N-heterocycle)carbonyl, andwherein each occurrence of R¹¹ is independently hydrogen, —R′, —COR′,—CO₂(R′), —CON(R′)₂, or —SO₂R′, wherein each occurrence of R′ isindependently hydrogen, an optionally substituted group selected fromaliphatic, heteroaliphatic, aryl or heteroaryl, or two occurrences of R′on the same nitrogen atom are taken together with the nitrogen to forman optionally substituted group selected from a 5–8 memberedheterocyclic or 5–8 membered heteroaryl ring.

Additional preferred embodiments for the compounds described directlyabove include those preferred subsets for ring A and Y as exemplified insubclasses and species herein.

Representative examples of compounds of formula IIa(i) or IIb(i)(described generally as II(i) below but encompassing compounds of bothformulas IIa(i) and IIb(i)), are depicted below in Table 1.

TABLE I

II-(i)-1

II-(i)-2

II-(i)-3

II-(i)-4

II-(i)-5

II-(i)-6

II-(i)-7

II-(i)-8

II-(i)-9

II-(i)-10

II-(i)-11

II-(i)-12

II-(i)-13

II-(i)-14

II-(i)-15

II-(i)-16

II-(i)-17

II-(i)-18

II-(i)-20

II-(i)-21

II-(i)-22

II-(i)-23

II-(i)-24

II-(i)-25

II-(i)-26

II-(i)-27

II-(i)-28

II-(i)-29

II-(i)-30

II-(i)-31

II-(i)-32

II-(i)-33

II-(i)-34

II-(i)-35

II-(i)-36

II-(i)-37

II-(i)-38

II-(i)-39

II-(i)-40

II-(i)-41

II-(i)-42

II-(i)-43

II-(i)-44

II-(i)-45

II-(i)-46

II-(i)-47

II-(i)-48

II-(i)-49

II-(i)-50

II-(i)-51

II-(i)-52

II-(i)-53

II-(i)-54

II-(i)-55

II-(i)-56

II-(i)-57

II-(i)-58

II-(i)-59

II-(i)-60

II-(i)-61

II-(i)-62

II-(i)-63

II-(i)-64

II-(i)-65

II-(i)-66

II-(i)-67

II-(i)-68

II-(i)-69

In certain embodiments, a preferred subclass of compounds of generalformula IIa or IIb include those compounds where Q¹ is S, Q² is NH and Yis an optionally substituted heteroaryl moiety. These compounds aredefined by the general formula IIa(ii) or IIb(ii) and are depictedgenerally below:

It will be appreciated that, for compounds of general formulas IIa(ii)and IIb(ii) certain additional subclasses are of special interest.Certain preferred embodiments of compounds of formula IIa(ii) or IIb(ii)include those compounds having any combination of the following featuresfor each variable for formula IIa(ii) or IIb(ii):

i) Z is CR⁶ or N;

ii) R¹, R², R⁴ and R⁵ are each hydrogen and wherein Z is CHR⁶ and R⁶ ishydrogen; or R¹, R², R³ and R⁵ are each hydrogen and wherein Z is CHR⁶and R⁶ is hydrogen;

iii) ring A is defined according to one of the following groups:

-   -   a. ring A is one of formulas i, ii, iii, iv, v, vi, vii, viii,        ix, or x;    -   b. ring A is one of formulas II-A, II-B, II-C, II-D, II-E, I-F,        II-G, II-H, II-I, II-J, II-K, II-L, II-M, II-N, II-O, II-P,        II-Q, II-R, II-S, II-T, II-U, II-V, II-W, II-X, II-Y, II-Z,        II-AA, II-BB, II-CC, or II-DD;    -   c. ring A is one of formulas II-A, II-B, II-C, II-D, II-E, II-F,        II-H, II-I, II-J, II-K, II-L, II-N, II-O, or II-DD;    -   d. ring A is one of formulas II-A, II-B, II-C, II-D, II-E, II-H,        or II-K;    -   e. ring A is one of formulas II-A or II-B;    -   f. ring A is II-A and Z¹ is CR^(V) and Z² is CR^(W);    -   g. ring A is II-A and Z¹ is N and Z² is N;    -   h. ring A is II-A and Z¹ is N and Z² is CR^(W);    -   i. ring A is II-A and Z¹ is CR^(V) and Z² is N;    -   j. ring A is an optionally substituted aryl or heteroaryl moiety        of formula i, ii, iii or x;    -   k. ring A is a monocyclic ring system and R^(V) and R^(W), when        present, are hydrogen or amino; R^(X) groups, when present, is        hydrogen, alkyl- or dialkylamino, acetamido, or a C₁₋₄ aliphatic        group such as methyl, ethyl, cyclopropyl, or isopropyl; R^(Y)        groups, when present, is hydrogen, an optionally substituted        group selected from hydrogen, C₁₋₆ aliphatic, C₁₋₆        heteroaliphatic, aryl, or heteroaryl, —Q_((n))N(R⁷)₂,        —Q_((n))OR⁷, —Q_((n))SR⁷, —Q_((n))(C═O)O(R⁷),        —Q_((n))C(O)N(R⁷)₂, —Q_((n))NHC(O)R⁷, —Q_((n))NHSO₂R⁷, or        —Q_((n))SO₂N(R⁷)₂, wherein n is 0 or 1, and wherein Q is        preferably —(C(R″)₂)—, wherein R″ is hydrogen or C₁₋₃alkyl, and        wherein each occurrence of R⁷ is independently hydrogen, an        optionally substituted group selected from aliphatic,        heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on        the same nitrogen atom are taken together with the nitrogen atom        to form an optionally substituted group selected from a 5–8        membered heterocyclic or 5–8 membered heteroaryl ring;    -   l. ring A is a monocyclic ring system and R^(V), R^(W) and R^(X)        groups, when present, are hydrogen or amino; R^(Y) groups        include groups selected from optionally substituted 5–6 membered        heteroaryl or heterocyclyl rings, such as 2-pyridyl, 4-pyridyl,        pyrrolidinyl, piperidinyl, morpholinyl, or piperazinyl;        optionally substituted aryl or cycloalkyl rings such as phenyl,        halogen substituted phenyl, alkoxy substituted phenyl,        trifluoromethyl substituted phenyl, nitro substituted phenyl,        methyl substituted phenyl; optionally substituted C₁₋₆        aliphatic, such as methyl, ethyl, cyclopropyl, cyclopentyl,        cyclohexyl, amino substituted cycloalkyl, acetamido substituted        cycloalkyl, isopropyl, or t-butyl; alkoxyalkylamino such as        methoxyethylamino; alkoxyalkyl such as methoxymethyl or        methoxyethyl; aminoalkyl such as aminoethyl, dimethylaminoethyl;        alkyl- or dialkylamino such as ethylamino or dimethylamino;        alkyl- or dialkylaminoalkoxy such as dimethylaminopropyloxy;        alkyl- or dialkylaminoalkoxyalkyl such as        dimethylaminoethoxymethyl; and acetamido;    -   m. ring A system is a bicyclic ring system and the ring formed        when R^(x) and R^(y) are taken together may be substituted or        unsubstituted;    -   n. ring A system is a bicyclic ring system formed by R^(X) and        R^(Y) taken together and substituted by one or more occurrences        of R⁸ or R⁹, wherein each occurrence of R⁸ is independently —R⁷,        halo, —O(CH₂)₂₋₄—N(R⁷)₂, —O(CH₂)₂₋₄—R⁷, —OR⁷,        —N(R⁷)—(CH₂)₂₋₄—N(R⁷)₂, —N(R⁷)—(CH₂)₂₋₄—R⁷, —C(═O)R⁷, —CO₂R⁷,        —COCOR⁷, —NO₂, —CN, —S(O)R⁷, —SO₂R⁷, —SR⁷, —N(R⁷)₂, —CON(R⁷)₂,        —SO₂N(R⁷)₂, —OC(═O)R⁷, —N(R⁷)COR⁷, —N(R⁷)CO₂(optionally        substituted C₁₋₆ aliphatic), —N(R⁷)N(R⁷)₂, —C═NN(R⁷)₂, —C═N—OR,        —NHOR⁷, —N(R⁷)CON(R⁷)₂, —N(R⁷)SO₂N(R⁷)₂, —N(R⁷)SO₂R⁷, or        —OC(═O)N(R⁷)₂, wherein each occurrence of R⁷ is independently        hydrogen, an optionally substituted group selected from        aliphatic, heteroaliphatic, aryl or heteroaryl, or two        occurrences of R⁷ on the same nitrogen atom are taken together        with the nitrogen atom to form an optionally substituted group        selected from a 5–8 membered heterocyclic or 5–8 membered        heteroaryl ring; and each occurrence of R⁹ is independently        hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′, wherein        each occurrence of R′ is independently hydrogen, an optionally        substituted group selected from aliphatic, heteroaliphatic, aryl        or heteroaryl, or two occurrences of R′ on the same nitrogen        atom are taken together with the nitrogen to form an optionally        substituted group selected from a 5–8 membered heterocyclic or        5–8 membered heteroaryl ring,

iv) Y is defined according to one of the following groups:

-   -   a. Y is an optionally substituted heteroaryl moiety;    -   b. Y is selected from one of the heteroaryl moieties a–y;    -   c. Y is selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

-   -   d. Y is a pyrazole moiety, h;    -   e. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,        optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl,        aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,        alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and        (N-heterocycle)carbonyl;    -   f. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, methyl, cyclopropyl, ethyl, isopropyl,        propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,        CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,        CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂,        CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl),        CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃,        CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,        CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl),        CONH(4-tolyl), CONHCH₃, CO(morpholin-1-yl),        CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH, CONH₂, and        CO(piperidin-1-yl).    -   g. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, C₁₋₄aliphatic,alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and(N-heterocycle)carbonyl, and R^(10b) is hydrogen;

-   -   h. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl, and R^(10b) is hydrogen;

-   -   i. Y is heteroaryl moiety substituted by at least two        occurrences of R¹⁰ and where two occurrences of R¹⁰ taken        together may represent an optionally substituted group selected        from cycloaliphatic, cycloheteroaliphatic, aryl or heteroaryl;    -   j. Y represents one of the following heteroaryl moieties:

wherein r is 0–4 and R¹² is hydrogen, -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),—C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl;

v) for compounds of formula IIa(ii), R⁴ is defined according to one ofthe following groups:

-   -   a. R⁴ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R⁴ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂;

vi) for compounds of formula IIb(ii), R³ is defined according to one ofthe following groups:

-   -   a. R³ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R³ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂; and

vii) R⁵ is defined according to one of the following groups:

-   -   a. hydrogen, halogen, —NO₂, —CN, hydroxy, optionally substituted        C₁₋₃alkyl, optionally substituted alkoxy, —SO₂NH₂, or        —C(O)alkyl, or    -   b. R⁵ is hydrogen, Cl, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.

In certain preferred embodiments, compounds of the invention includethose compounds having general formula IIa(ii) wherein the compoundshave one or more of the following features:

-   -   a. Z is NR⁶, wherein R¹ and R² are each independently hydrogen        or a protecting group and R⁴, R⁵ and R⁶ are each hydrogen,    -   b. ring A comprises the general formula II-A; and    -   c. Y is an optionally substituted heteroaryl moiety selected        from one of formulas a–y.

In most preferred embodiments, for compounds described directly above,ring A is selected from one of the following:

-   -   a. an optionally substituted monocyclic aryl or heteroaryl        moiety of formula i, ii, iii or x; wherein R^(V), R^(W), R^(X)        and R^(Y) are each independently —R; wherein preferred R^(V) and        R^(W) groups, when present, are hydrogen or amino; preferred        R^(X) groups, when present, include hydrogen, alkyl- or        dialkylamino, acetamido, or a C₁₋₄ aliphatic group such as        methyl, ethyl, cyclopropyl, or isopropyl; preferred R^(Y)        groups, when present, include hydrogen, an optionally        substituted group selected from C₁₋₆ aliphatic, C₁₋₆        heteroaliphatic, aryl, or heteroaryl, —Q_((n))N(R⁷)₂,        —Q_((n))OR⁷, —Q_((n))SR⁷, —Q_((n))(C═O)O(R⁷),        —Q_((n))C(O)N(R⁷)₂, —Q_((n))NHC(O)R⁷, —Q_((n))NHSO₂R⁷, or        —Q_((n))SO₂N(R⁷)₂, wherein n is 0 or 1, and wherein Q is        preferably —(C(R″)₂)—, wherein R″ is hydrogen or C₁₋₃alkyl, and        wherein each occurrence of R⁷ is independently hydrogen, an        optionally substituted group selected from aliphatic,        heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on        the same nitrogen atom are taken together with the nitrogen atom        to form an optionally substituted group selected from a 5–8        membered heterocyclic or 5–8 membered heteroaryl ring; or    -   b. a bicyclic aryl or heteroaryl moiety of formula i, ii, iii or        x optionally substituted by one or more occurrences of R⁸ or R⁹,        wherein R⁸ substituents include —R⁷, halo, —O(CH₂)₂₋₄—N(R⁷)₂,        —O(CH₂)₂₋₄—R⁷, —OR⁷, —N(R⁷)—(CH₂)₂₋₄—N(R⁷)₂, —N(R⁷)—(CH₂)₂₋₄—R⁷,        —C(═O)R⁷, —CO₂R⁷, —COCOR⁷, —NO₂, —CN, —S(O)R⁷, —SO₂R⁷, —SR⁷,        —N(R⁷)₂, —CON(R⁷)₂, —SO₂N(R⁷)₂, —OC(═O)R⁷, —N(R⁷)COR⁷,        —N(R⁷)CO₂(optionally substituted C₁₋₆ aliphatic), —N(R⁷)N(R⁷)₂,        —C═NN(R⁷)₂, —C═N—OR, —NHOR⁷, —N(R⁷)CON(R⁷)₂, —N(R⁷)SO₂N(R⁷)₂,        —N(R⁷)SO₂R⁷, or —OC(═O)N(R⁷)₂, wherein each occurrence of R⁷ is        independently hydrogen, an optionally substituted aliphatic,        heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on        the same nitrogen atom are taken together with the nitrogen atom        to form an optionally substituted group selected from a 5–8        membered heterocyclic or heteroaryl ring; and        Y is selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl, aminocarbonyl,mono- or dialkylaminocarbonyl, aminoalkyl, alkylaminoalkyl,dialkylaminoalkyl, phenylaminocarbonyl, or (N-heterocycle)carbonyl, andwherein each occurrence of R¹¹ is independently hydrogen, —R′, —COR′,—CO₂(R′), —CON(R′)₂, or —SO₂R′, wherein each occurrence of R′ isindependently hydrogen, an optionally substituted group selected fromaliphatic, heteroaliphatic, aryl or heteroaryl, or two occurrences of R′on the same nitrogen atom are taken together with the nitrogen to forman optionally substituted group selected from a 5–8 memberedheterocyclic or 5–8 membered heteroaryl ring.

Additional preferred embodiments for the compounds described directlyabove include those preferred subsets for ring A and Y as exemplified insubclasses and species herein.

Representative examples of compounds of formula IIa(ii) or IIb(ii)(described generally as II(ii) below but encompassing compounds of bothformulas IIa(ii) and IIb(ii)), are depicted below in Table 2.

TABLE 2

II-(ii)-1

II-(ii)-2

II-(ii)-3

II-(ii)-4

II-(ii)-5

II-(ii)-6

II-(ii)-7

II-(ii)-8

II-(ii)-9

II-(ii)-10

II-(ii)-11

II-(ii)-12

II-(ii)-13

II-(ii)-14

II-(ii)-15

II-(ii)-16

II-(ii)-17

II-(ii)-18

II-(ii)-19

II-(ii)-20

II-(ii)-21

II-(ii)-22

II-(ii)-23

II-(ii)-24

II-(ii)-25

II-(ii)-26

II-(ii)-27

II-(ii)-28

II-(ii)-29

II-(ii)-30

II-(ii)-31

II-(ii)-32

II-(ii)-33

II-(ii)-34

II-(ii)-35

II-(ii)-36

II-(ii)-37

II-(ii)-38

II-(ii)-39

II-(ii)-40

II-(ii)-41

II-(ii)-42

II-(ii)-43

II-(ii)-44

II-(ii)-45

II-(ii)-46

II-(ii)-47

II-(ii)-48

II-(ii)-49

II-(ii)-50

II-(ii)-51

II-(ii)-52

II-(ii)-53

II-(ii)-54

II-(ii)-55

II-(ii)-56

II-(ii)-57

II-(ii)-58

II-(ii)-59

II-(ii)-60

In certain embodiments, a preferred subclass of compounds of generalformula IIa or IIb include those compounds where Q¹ is O, Q² is NH and Yis an optionally substituted heteroaryl moiety. These compounds aredefined by the general formula IIa(iii) or IIb(iii) and are depictedgenerally below:

It will be appreciated that, for compounds of general formulas IIa(iii)and IIb(iii) certain additional subclasses are of special interest.Certain preferred embodiments of compounds of formula IIa(iii) orIIb(iii) include those compounds having any combination of the followingfeatures for each variable for formula IIa(iii) or IIb(iii):

i) Z is CR⁶ or N;

ii) R¹, R², R⁴ and R⁵ are each hydrogen and wherein Z is CHR⁶ and R⁶ ishydrogen; or R¹, R², R³ and R⁵ are each hydrogen and wherein Z is CHR⁶and R⁶ is hydrogen;

iii) ring A is defined according to one of the following groups:

-   -   a. ring A is one of formulas i, ii, iii, iv, v, vi, vii, viii,        ix, or x;    -   b. ring A is one of formulas II-A, II-B, II-C, II-D, II-E, II-F,        II-G, II-H, II-I, II-J, II-K, II-L, II-M, II-N, II-O, II-P,        II-Q, II-R, II-S, II-T, II-U, II-V, II-W, II-X, II-Y, II-Z,        II-AA, II-BB, II-CC, or II-DD;    -   c. ring A is one of formulas II-A, II-B, II-C, II-D, II-E, II-F,        II-H, II-I, II-J, II-K, II-L, II-N, II-O, or II-DD;    -   d. ring A is one of formulas II-A, II-B, II-C, II-D, II-E, II-H,        or II-K;    -   e. ring A is one of formulas II-A or II-B;    -   f. ring A is II-A and Z¹ is CR^(V) and Z² is CR^(W);    -   g. ring A is II-A and Z¹ is N and Z² is N;    -   h. ring A is II-A and Z¹ is N and Z² is CR^(W);    -   i. ring A is H-A and Z¹ is CR^(V) and Z² is N;    -   j. ring A is an optionally substituted aryl or heteroaryl moiety        of formula i, ii, iii or x;    -   k. ring A is a monocyclic ring system and R^(V) and R^(W), when        present, are hydrogen or amino; R^(X) groups, when present, is        hydrogen, alkyl- or dialkylamino, acetamido, or a C₁₋₄ aliphatic        group such as methyl, ethyl, cyclopropyl, or isopropyl; R^(Y)        groups, when present, is hydrogen, an optionally substituted        group selected from hydrogen, C₁₋₆ aliphatic, C₁₋₆        heteroaliphatic, aryl, or heteroaryl, —Q_((n))N(R⁷)₂,        —Q_((n))OR⁷, —Q_((n))SR⁷, —Q_((n))(C═O)O(R⁷),        —Q_((n))C(O)N(R⁷)₂, —Q_((n))NHC(O)R⁷, —Q_((n))NHSO₂R⁷, or        —Q_((n))SO₂N(R⁷)₂, wherein n is 0 or 1, and wherein Q is        preferably —(C(R″)₂)—, wherein R″ is hydrogen or C₁₋₃alkyl, and        wherein each occurrence of R⁷ is independently hydrogen, an        optionally substituted group selected from aliphatic,        heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on        the same nitrogen atom are taken together with the nitrogen atom        to form an optionally substituted group selected from a 5–8        membered heterocyclic or 5–8 membered heteroaryl ring;    -   l. ring A is a monocyclic ring system and R^(V), R^(W) and R^(X)        groups, when present, are hydrogen or amino; R^(Y) groups        include groups selected from optionally substituted 5–6 membered        heteroaryl or heterocyclyl rings, such as 2-pyridyl, 4-pyridyl,        pyrrolidinyl, piperidinyl, morpholinyl, or piperazinyl;        optionally substituted aryl or cycloalkyl rings such as phenyl,        halogen substituted phenyl, alkoxy substituted phenyl,        trifluoromethyl substituted phenyl, nitro substituted phenyl,        methyl substituted phenyl; optionally substituted C₁₋₆        aliphatic, such as methyl, ethyl, cyclopropyl, cyclopentyl,        cyclohexyl, amino substituted cycloalkyl, acetamido substituted        cycloalkyl, isopropyl, or t-butyl; alkoxyalkylamino such as        methoxyethylamino; alkoxyalkyl such as methoxymethyl or        methoxyethyl; aminoalkyl such as aminoethyl, dimethylaminoethyl;        alkyl- or dialkylamino such as ethylamino or dimethylamino;        alkyl- or dialkylaminoalkoxy such as dimethylaminopropyloxy;        alkyl- or dialkylaminoalkoxyalkyl such as        dimethylaminoethoxymethyl; and acetamido;    -   m. ring A system is a bicyclic ring system and the ring formed        when R^(x) and R^(y) are taken together may be substituted or        unsubstituted;    -   n. ring A system is a bicyclic ring system formed by R^(X) and        R^(Y) taken together and substituted by one or more occurrences        of R⁸ or R⁹, wherein each occurrence of R⁸ is independently —R⁷,        halo, —O(CH₂)₂₋₄—N(R⁷)₂, —O(CH₂)₂₋₄—R⁷, —OR⁷,        —N(R⁷)—(CH₂)₂₋₄—N(R⁷)₂, —N(R⁷)—(CH₂)₂₋₄—R⁷, —C(═O)R⁷, —CO₂R⁷,        —COCOR⁷, —NO₂, —CN, —S(O)R⁷, —SO₂R⁷, —SR⁷, —N(R⁷)₂, —CON(R⁷)₂,        —SO₂N(R⁷)₂, —OC(═O)R⁷, —N(R⁷)COR⁷, —N(R⁷)CO₂(optionally        substituted C₁₋₆ aliphatic), —N(R⁷)N(R⁷)₂, —C═NN(R⁷)₂, —C═N—OR,        —NHOR⁷, —N(R⁷)CON(R⁷)₂, —N(R⁷)SO₂N(R⁷)₂, —N(R⁷)SO₂R⁷, or        —OC(═O)N(R⁷)₂, wherein each occurrence of R⁷ is independently        hydrogen, an optionally substituted group selected from        aliphatic, heteroaliphatic, aryl or heteroaryl, or two        occurrences of R⁷ on the same nitrogen atom are taken together        with the nitrogen atom to form an optionally substituted group        selected from a 5–8 membered heterocyclic or 5–8 membered        heteroaryl ring; and each occurrence of R⁹ is independently        hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′, wherein        each occurrence of R′ is independently hydrogen, an optionally        substituted group selected from aliphatic, heteroaliphatic, aryl        or heteroaryl, or two occurrences of R′ on the same nitrogen        atom are taken together with the nitrogen to form an optionally        substituted group selected from a 5–8 membered heterocyclic or        5–8 membered heteroaryl ring,

iv) Y is defined according to one of the following groups:

-   -   a. Y is an optionally substituted heteroaryl moiety;    -   b. Y is selected from one of the heteroaryl moieties a–y;    -   c. Y is selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

-   -   d. Y is a pyrazole moiety, h;    -   e. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,        optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl,        aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,        alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and        (N-heterocycle)carbonyl;    -   f. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, methyl, cyclopropyl, ethyl, isopropyl,        propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,        CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,        CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂,        CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl),        CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃,        CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,        CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl),        CONH(4-tolyl), CONHCH₃, CO(morpholin-1-yl),        CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH, CONH₂, and        CO(piperidin-1-yl).    -   g. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, C₁₋₄aliphatic,alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and(N-heterocycle)carbonyl, and R^(10b) is hydrogen;

-   -   h. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl, and R^(10b) is hydrogen;

-   -   i. Y is heteroaryl moiety substituted by at least two        occurrences of R¹⁰ and where two occurrences of R¹⁰ taken        together may represent an optionally substituted group selected        from cycloaliphatic, cycloheteroaliphatic, aryl or heteroaryl;    -   j. Y represents one of the following heteroaryl moieties:

wherein r is 0–4 and R¹² is hydrogen, -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),—C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl;

v) for compounds of formula IIa(iii), R⁴ is defined according to one ofthe following groups:

-   -   a. R⁴ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R⁴ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂;

vi) for compounds of formula IIb(iii), R³ is defined according to one ofthe following groups:

-   -   a. R³ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R³ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂; and

vii) R⁵ is defined according to one of the following groups:

-   -   a. hydrogen, halogen, —NO₂, —CN, hydroxy, optionally substituted        C₁₋₃alkyl, optionally substituted alkoxy, —SO₂NH₂, or        —C(O)alkyl, or    -   b. R⁵ is hydrogen, Cl, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.

In certain preferred embodiments, compounds of the invention includethose compounds having general formula IIa(iii) wherein the compoundshave one or more of the following features:

-   -   a. Z is NR⁶, wherein R¹ and R² are each independently hydrogen        or a protecting group and R⁴, R⁵ and R⁶ are each hydrogen,    -   b. ring A comprises the general formula II-A; and    -   c. Y is an optionally substituted heteroaryl moiety selected        from one of formulas a–y.

In most preferred embodiments, for compounds described directly above,ring A is selected from one of the following:

-   -   a. an optionally substituted monocyclic aryl or heteroaryl        moiety of formula i, ii, iii or x; wherein R^(V), R^(W), R^(X)        and R^(Y) are each independently —R; wherein preferred R^(V) and        R^(W) groups, when present, are hydrogen or amino; preferred        R^(X) groups, when present, include hydrogen, alkyl- or        dialkylamino, acetamido, or a C₁₋₄ aliphatic group such as        methyl, ethyl, cyclopropyl, or isopropyl; preferred R^(Y)        groups, when present, include hydrogen, an optionally        substituted group selected from C₁₋₆ aliphatic, C₁₋₆        heteroaliphatic, aryl, or heteroaryl, —Q_((n))N(R⁷)₂,        —Q_((n))OR⁷, —Q_((n))SR⁷, —Q_((n))(C═O)O(R⁷),        —Q_((n))C(O)N(R⁷)₂, —Q_((n))NHC(O)R⁷, —Q_((n))NHSO₂R⁷, or        —Q_((n))SO₂N(R⁷)₂, wherein n is 0 or 1, and wherein Q is        preferably —(C(R″)₂)—, wherein R″ is hydrogen or C₁₋₃alkyl, and        wherein each occurrence of R⁷ is independently hydrogen, an        optionally substituted group selected from aliphatic,        heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on        the same nitrogen atom are taken together with the nitrogen atom        to form an optionally substituted group selected from a 5–8        membered heterocyclic or 5–8 membered heteroaryl ring; or    -   b. a bicyclic aryl or heteroaryl moiety of formula i, ii, iii or        x optionally substituted by one or more occurrences of R⁸ or R⁹,        wherein R⁸ substituents include —R⁷, halo, —O(CH₂)₂₋₄—N(R⁷)₂,        —O(CH₂)₂₋₄—R⁷, —OR⁷, —N(R⁷)—(CH₂)₂₋₄—N(R⁷)₂, —N(R⁷)—(CH₂)₂₋₄—R⁷,        —C(═O)R⁷, —CO₂R⁷, —COCOR⁷, —NO₂, —CN, —S(O)R⁷, —SO₂R⁷, —SR⁷,        —N(R⁷)₂, —CONR⁷)₂, —SO₂N(R⁷)₂, —OC(═O)R⁷, —N(R⁷)COR⁷,        —N(R⁷)CO₂(optionally substituted C₁₋₆ aliphatic), —N(R⁷)N(R⁷)₂,        —C═NN(R⁷)₂, —C═N—OR, —NHOR⁷, —N(R⁷)CON(R⁷)₂, —N(R⁷)SO₂N(R⁷)₂,        —N(R⁷)SO₂R⁷, or —OC(═O)N(R⁷)₂, wherein each occurrence of R⁷ is        independently hydrogen, an optionally substituted aliphatic,        heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on        the same nitrogen atom are taken together with the nitrogen atom        to form an optionally substituted group selected from a 5–8        membered heterocyclic or heteroaryl ring; and        Y is selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl, aminocarbonyl,mono- or dialkylaminocarbonyl, aminoalkyl, alkylaminoalkyl,dialkylaminoalkyl, phenylaminocarbonyl, or (N-heterocycle)carbonyl, andwherein each occurrence of R¹¹ is independently hydrogen, —R′, —COR′,—CO₂(R′), —CON(R′)₂, or —SO₂R′, wherein each occurrence of R′ isindependently hydrogen, an optionally substituted group selected fromaliphatic, heteroaliphatic, aryl or heteroaryl, or two occurrences of R′on the same nitrogen atom are taken together with the nitrogen to forman optionally substituted group selected from a 5–8 memberedheterocyclic or 5–8 membered heteroaryl ring.

Additional preferred embodiments for the compounds described directlyabove include those preferred subsets for ring A and Y as exemplified insubclasses and species herein.

Representative examples of compounds of formula IIa(iii) or IIb(iii)(described generally as II(iii) below but encompassing compounds of bothformulas IIa(iii) and IIb(iii)), are depicted below in Table 3.

TABLE 3

II-(iii)-1

II-(iii)-2

II-(iii)-3

II-(iii)-4

II-(iii)-5

II-(iii)-6

II-(iii)-7

II-(iii)-8

II-(iii)-9

II-(iii)-10

II-(iii)-11

II-(iii)-12

II-(iii)-13

II-(iii)-14

II-(iii)-15

II-(iii)-16

II-(iii)-17

II-(iii)-18

II-(iii)-19

II-(iii)-20

II-(iii)-20

II-(iii)-21

II-(iii)-22

II-(iii)-23

II-(iii)-24

II-(iii)-25

II-(iii)-26

II-(iii)-27

II-(iii)-28

II-(iii)-29

II-(iii)-30

II-(iii)-31

In certain embodiments, a preferred subclass of compounds of generalformula Ia or IIb include those compounds where Q² is NH and Y is anoptionally substituted heteroaryl moiety. These compounds are defined bythe general formula IIa(iv) or IIb(iv) and are depicted generally below:

-   -   wherein Q¹ is —C(R^(A))₂—, 1,2-cyclopropyl, 1,2-cyclobutanediyl,        or 1,3-cyclobutanediyl, an optionally substituted C₂₋₄alkylidene        group, wherein one methylene unit of the optionally substituted        C₂₋₄alkylidene chain is optionally replaced by —O—, —S—, or        —NR^(A)—, wherein each occurrence of R^(A) is independently        hydrogen or optionally substituted C₁₋₄aliphatic.

It will be appreciated that, for compounds of general formulas IIa(iv)and IIb(iv) certain additional subclasses are of special interest.Certain preferred embodiments of compounds of formula IIa(iv) or IIb(iv)include those compounds having any combination of the following featuresfor each variable for formula IIa(iv) or IIb(iv):

i) Z is CR⁶ or N;

ii) R¹, R², R⁴ and R⁵ are each hydrogen and wherein Z is CHR⁶ and R⁶ ishydrogen; or R¹, R², R³ and R⁵ are each hydrogen and wherein Z is CHR⁶and R⁶ is hydrogen;

iii) ring A is defined according to one of the following groups:

-   -   a. ring A is one of formulas i, ii, iii, iv, v, vi, vii, viii,        ix, or x;    -   b. ring A is one of formulas II-A, II-B, II-C, II-D, II-E, II-F,        II-G, II-H, II-I, II-J, II-K, II-L, II-M, II-N, II-O, II-P,        II-Q, II-R, II-S, II-T, II-U, II-V, II-W, II-X, II-Y, II-Z,        II-AA, II-BB, II-CC, or II-DD;    -   c. ring A is one of formulas II-A, II-B, II-C, II-D, II-E, II-F,        II-H, II-I, II-J, II-K, II-L, II-N, II-O, or II-DD;    -   d. ring A is one of formulas II-A, II-B, II-C, II-D, II-E, II-H,        or II-K;    -   e. ring A is one of formulas II-A or II-B;    -   f. ring A is II-A and Z¹ is CR^(V) and Z² is CR^(W);    -   g. ring A is II-A and Z¹ is N and Z² is N;    -   h. ring A is II-A and Z¹ is N and Z² is CR^(W);    -   i. ring A is II-A and Z¹ is CR^(V) and Z² is N;    -   j. ring A is an optionally substituted aryl or heteroaryl moiety        of formula i, ii, iii or x;    -   k. ring A is a monocyclic ring system and R^(V) and R^(W), when        present, are hydrogen or amino; R^(X) groups, when present, is        hydrogen, alkyl- or dialkylamino, acetamido, or a C₁₋₄ aliphatic        group such as methyl, ethyl, cyclopropyl, or isopropyl; R^(Y)        groups, when present, is hydrogen, an optionally substituted        group selected from hydrogen, C₁₋₆ aliphatic, C₁₋₆        heteroaliphatic, aryl, or heteroaryl, —Q_((n))N(R⁷)₂,        —Q_((n))OR⁷, —Q_((n))SR⁷, —Q_((n))(C═O)O(R⁷),        —Q_((n))C(O)N(R⁷)₂, —Q_((n))NHC(O)R⁷—Q_((n))NHSO₂R⁷, or        —Q_((n))SO₂N(R⁷)₂, wherein n is 0 or 1, and wherein Q is        preferably —(C(R″)₂)—, wherein R″ is hydrogen or C₁₋₃alkyl, and        wherein each occurrence of R⁷ is independently hydrogen, an        optionally substituted group selected from aliphatic,        heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on        the same nitrogen atom are taken together with the nitrogen atom        to form an optionally substituted group selected from a 5–8        membered heterocyclic or 5–8 membered heteroaryl ring;    -   l. ring A is a monocyclic ring system and R^(V), R^(W) and R^(X)        groups, when present, are hydrogen or amino; R y groups include        groups selected from optionally substituted 5–6 membered        heteroaryl or heterocyclyl rings, such as 2-pyridyl, 4-pyridyl,        pyrrolidinyl, piperidinyl, morpholinyl, or piperazinyl;        optionally substituted aryl or cycloalkyl rings such as phenyl,        halogen substituted phenyl, alkoxy substituted phenyl,        trifluoromethyl substituted phenyl, nitro substituted phenyl,        methyl substituted phenyl; optionally substituted C₁₋₆        aliphatic, such as methyl, ethyl, cyclopropyl, cyclopentyl,        cyclohexyl, amino substituted cycloalkyl, acetamido substituted        cycloalkyl, isopropyl, or t-butyl; alkoxyalkylamino such as        methoxyethylamino; alkoxyalkyl such as methoxymethyl or        methoxyethyl; aminoalkyl such as aminoethyl, dimethylaminoethyl;        alkyl- or dialkylamino such as ethylamino or dimethylamino;        alkyl- or dialkylaminoalkoxy such as dimethylaminopropyloxy;        alkyl- or dialkylaminoalkoxyalkyl such as        dimethylaminoethoxymethyl; and acetamido;    -   m. ring A system is a bicyclic ring system and the ring formed        when R^(X) and R^(Y) are taken together may be substituted or        unsubstituted;    -   n. ring A system is a bicyclic ring system formed by R^(x) and        R^(y) taken together and substituted by one or more occurrences        of R⁸ or R⁹, wherein each occurrence of R⁸ is independently —R⁷,        halo, —O(CH₂)₂₋₄—N(R⁷)₂, —O(CH₂)₂₋₄—R⁷, —OR⁷,        —N(R⁷)—(CH₂)₂₋₄—N(R⁷)₂, —N(R⁷)—(CH₂)₂₋₄—R⁷, —C(═O)R⁷, —CO₂R⁷,        —COCOR⁷, —NO₂, —CN, —S(O)R⁷, —SO₂R⁷, —SR⁷, —N(R⁷)₂, —CON(R⁷)₂,        —SO₂N(R⁷)₂, —OC(═O)R⁷, —N(R⁷)COR⁷, —N(R⁷)CO₂(optionally        substituted C₁₋₆ aliphatic), —N(R⁷)N(R⁷)₂, —C═NN(R⁷)₂, —C═N—OR,        —NHOR⁷, —N(R⁷)CON(R⁷)₂, —N(R⁷)SO₂N(R⁷)₂, —N(R⁷)SO₂R⁷, or        —OC(═O)N(R⁷)₂, wherein each occurrence of R⁷ is independently        hydrogen, an optionally substituted group selected from        aliphatic, heteroaliphatic, aryl or heteroaryl, or two        occurrences of R⁷ on the same nitrogen atom are taken together        with the nitrogen atom to form an optionally substituted group        selected from a 5–8 membered heterocyclic or 5–8 membered        heteroaryl ring; and each occurrence of R⁹ is independently        hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′, wherein        each occurrence of R′ is independently hydrogen, an optionally        substituted group selected from aliphatic, heteroaliphatic, aryl        or heteroaryl, or two occurrences of R′ on the same nitrogen        atom are taken together with the nitrogen to form an optionally        substituted group selected from a 5–8 membered heterocyclic or        5–8 membered heteroaryl ring,

iv) Y is defined according to one of the following groups:

-   -   a. Y is an optionally substituted heteroaryl moiety;    -   b. Y is selected from one of the heteroaryl moieties a–y;    -   c. Y is selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

-   -   d. Y is a pyrazole moiety, h;    -   e. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,        optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl,        aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,        alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and        (N-heterocycle)carbonyl;    -   f. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, methyl, cyclopropyl, ethyl, isopropyl,        propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,        CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,        CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂,        CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl),        CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃,        CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,        CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl),        CONH(4-tolyl), CONHCH₃, CO(morpholin-1-yl),        CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH, CONH₂, and        CO(piperidin-1-yl).    -   g. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

-   -   wherein each occurrence of R^(10a) is hydrogen, C₁₋₄aliphatic,        alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,        alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl,        aminoalkyl, alkylaminoalkyl, dialkylaminoalkyl,        phenylaminocarbonyl, and (N-heterocycle)carbonyl, and R^(10b) is        hydrogen;    -   h. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂CH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl, and R^(10b) is hydrogen;

-   -   i. Y is heteroaryl moiety substituted by at least two        occurrences of R¹⁰ and where two occurrences of R¹⁰ taken        together may represent an optionally substituted group selected        from cycloaliphatic, cycloheteroaliphatic, aryl or heteroaryl;    -   j. Y represents one of the following heteroaryl moieties:

wherein r is 0–4 and R¹² is hydrogen, -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),—C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl;

v) for compounds of formula IIa(iv), R⁴ is defined according to one ofthe following groups:

-   -   a. R⁴ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R⁴ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂;

vi) for compounds of formula IIb(iv), R³ is defined according to one ofthe following groups:

-   -   a. R³ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R³ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂; and

vii) R⁵ is defined according to one of the following groups:

-   -   a. hydrogen, halogen, —NO₂, —CN, hydroxy, optionally substituted        C₁₋₃alkyl, optionally substituted alkoxy, —SO₂NH₂, or        —C(O)alkyl, or    -   b. R⁵ is hydrogen, C₁, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.

In certain preferred embodiments, compounds of the invention includethose compounds having general formula IIa(iv) wherein the compoundshave one or more of the following features:

-   -   a. Z is NR⁶, wherein R¹ and R² are each independently hydrogen        or a protecting group and R⁴, R⁵ and R⁶ are each hydrogen,    -   b. ring A comprises the general formula II-A; and    -   c. Y is an optionally substituted heteroaryl moiety selected        from one of formulas a–y.

In most preferred embodiments, for compounds described directly above,ring A is selected from one of the following:

-   -   a. an optionally substituted monocyclic aryl or heteroaryl        moiety of formula i, ii, iii or x; wherein R^(V), R^(W), R^(X)        and R^(Y) are each independently —R; wherein preferred R^(V) and        R^(W) groups, when present, are hydrogen or amino; preferred        R^(X) groups, when present, include hydrogen, alkyl- or        dialkylamino, acetamido, or a C₁₋₄ aliphatic group such as        methyl, ethyl, cyclopropyl, or isopropyl; preferred R^(Y)        groups, when present, include hydrogen, an optionally        substituted group selected from C₁₋₆ aliphatic, C₁₋₆        heteroaliphatic, aryl, or heteroaryl, —Q_((n))N(R⁷)₂,        —Q_((n))OR⁷, —Q_((n))SR⁷, —Q_((n))(C═O)O(R⁷),        —Q_((n))C(O)N(R⁷)₂, —Q_((n))NHC(O)R⁷, —Q_((n))NHSO₂R⁷, or        —Q_((n))SO₂N(R⁷)₂, wherein n is 0 or 1, and wherein Q is        preferably —(C(R″)₂)—, wherein R″ is hydrogen or C₁₋₃alkyl, and        wherein each occurrence of R⁷ is independently hydrogen, an        optionally substituted group selected from aliphatic,        heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on        the same nitrogen atom are taken together with the nitrogen atom        to form an optionally substituted group selected from a 5–8        membered heterocyclic or 5–8 membered heteroaryl ring; or    -   b. a bicyclic aryl or heteroaryl moiety of formula i, ii, iii or        x optionally substituted by one or more occurrences of R⁸ or R⁹,        wherein R⁸ substituents include —R⁷, halo, —O(CH₂)₂₋₄—N(R⁷)₂,        —O(CH₂)₂₋₄—R⁷, —OR⁷, —N(R⁷)—(CH₂)₂₋₄—N(R⁷)₂, —N(R⁷)—(CH₂)₂₄—R⁷,        —C(═O)R⁷, —CO₂R⁷, —COCOR⁷, —NO₂, —CN, —S(O)R⁷, —SO₂R⁷, —SR⁷,        —N(R⁷)₂, —CON(R⁷)₂, —SO₂N(R⁷)₂, —OC(═O)R⁷, —N(R⁷)COR⁷,        —N(R⁷)CO₂(optionally substituted C₁₋₆ aliphatic), —N(R⁷)N(R⁷)₂,        —C═NN(R⁷)₂, —C═N—OR, —NHOR⁷, —N(R⁷)CON(R⁷)₂, —N(R⁷)SO₂N(R⁷)₂,        —N(R⁷)SO₂R⁷, or —OC(═O)N(R⁷)₂, wherein each occurrence of R⁷ is        independently hydrogen, an optionally substituted aliphatic,        heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on        the same nitrogen atom are taken together with the nitrogen atom        to form an optionally substituted group selected from a 5–8        membered heterocyclic or heteroaryl ring; and        Y is selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl, aminocarbonyl,mono- or dialkylaminocarbonyl, aminoalkyl, alkylaminoalkyl,dialkylaminoalkyl, phenylaminocarbonyl, or (N-heterocycle)carbonyl, andwherein each occurrence of R¹¹ is independently hydrogen, —R′, —COR′,—CO₂(R′), —CON(R′)₂, or —SO₂R′, wherein each occurrence of R′ isindependently hydrogen, an optionally substituted group selected fromaliphatic, heteroaliphatic, aryl or heteroaryl, or two occurrences of R′on the same nitrogen atom are taken together with the nitrogen to forman optionally substituted group selected from a 5–8 memberedheterocyclic or 5–8 membered heteroaryl ring.

Additional preferred embodiments for the compounds described directlyabove include those preferred subsets for ring A and Y as exemplified insubclasses and species herein.

Representative examples of compounds of formula IIa(iv) or IIb(iv)(described generally as II(iv) below but encompassing compounds of bothformulas IIa(iv) and IIb(iv)), are depicted below in Table 4.

TABLE 4

II-(iv)-1

II-(iv)-2

II-(iv)-3

II-(iv)-4

II-(iv)-5

II-(iv)-6

II-(iv)-7

II-(iv)-8

II-(iv)-9

II-(iv)-10

II-(iv)-11

II-(iv)-12

II-(iv)-13

II-(iv)-14

II-(iv)-15

II-(iv)-16

II-(iv)-17

II-(iv)-18

II-(iv)-19

II-(iv)-20

II-(iv)-21

II-(iv)-22

II-(iv)-23

II-(iv)-24

II-(iv)-25

II-(iv)-26

II-(iv)-27

II-(iv)-28

II-(iv)-29

II-(iv)-30

II-(iv)-31

II-(iv)-32

II-(iv)-33

II-(iv)-34

II-(iv)-35

II-(iv)-36

II-(iv)-37

II-(iv)-38

II-(iv)-39

II-(iv)-40

II-(iv)-41

II-(iv)-42

II-(iv)-43

II-(iv)-44

II-(iv)-45

II-(iv)-46

II-(iv)-47

II-(iv)-48

II-(iv)-49

II-(iv)-50

II-(iv)-51

II-(iv)-52

In certain embodiments, a preferred subclass of compounds of generalformula IIa or IIb include those compounds where Q² is NH and Y is anoptionally substituted heteroaryl moiety. These compounds are defined bythe general formula IIa(v) or IIb(v) and are depicted generally below:

wherein Q¹ is a direct bond.

It will be appreciated that, for compounds of general formulas IIa(v)and IIb(v) certain additional subclasses are of special interest.Certain preferred embodiments of compounds of formula IIa(v) or IIb(v)include those compounds having any combination of the following featuresfor each variable for formula IIa(v) or IIb(v):

i) Z is CR⁶ or N;

ii) R¹, R², R⁴ and R⁵ are each hydrogen and wherein Z is CHR⁶ and R⁶ ishydrogen; or R¹, R², R³ and R⁵ are each hydrogen and wherein Z is CHR⁶and R⁶ is hydrogen;

iii) ring A is defined according to one of the following groups:

-   -   a. ring A is one of formulas i, ii, iii, iv, v, vi, vii, viii,        ix, or x;    -   b. ring A is one of formulas II-A, II-B, II-C, II-D, II-E, II-F,        II-G, II-H, II-I, II-J, II-K, II-L, II-M, II-N, II-O, II-P,        II-Q, II-R, II-S, II-T, II-U, II-V, II-W, II-X, II-Y, II-Z,        II-AA, II-BB, II-CC, or II-DD;    -   c. ring A is one of formulas II-A, II-B, II-C, II-D, II-E, II-F,        II-H, II-I, II-J, II-K, II-L, II-N, II-O, or II-DD;    -   d. ring A is one of formulas II-A, II-B, II-C, II-D, II-E, II-H,        or II-K;    -   e. ring A is one of formulas II-A or II-B;    -   f. ring A is II-A and Z¹ is CR^(V) and Z² is CR^(W);    -   g. ring A is II-A and Z¹ is N and Z² is N;    -   h. ring A is II-A and Z¹ is N and Z² is CR^(W);    -   i. ring A is II-A and Z¹ is CR^(V) and Z² is N;    -   j. ring A is an optionally substituted aryl or heteroaryl moiety        of formula i, ii, iii or x;    -   k. ring A is a monocyclic ring system and R^(V) and R^(W), when        present, are hydrogen or amino; R^(X) groups, when present, is        hydrogen, alkyl- or dialkylamino, acetamido, or a C₁₋₄ aliphatic        group such as methyl, ethyl, cyclopropyl, or isopropyl; R^(Y)        groups, when present, is hydrogen, an optionally substituted        group selected from hydrogen, C₁₋₆ aliphatic, C₁₋₆        heteroaliphatic, aryl, or heteroaryl, —Q_((n))N(R⁷)₂,        —Q_((n))OR⁷, —Q_((n))SR⁷, —Q_((n))(C═O)O(R⁷),        —Q_((n))C(O)N(R⁷)₂, —Q_((n))NHC(O)R⁷, —Q_((n))NHSO₂R⁷, or        —Q(n)SO₂N(R⁷)₂, wherein n is 0 or 1, and wherein Q is preferably        —(C(R″)₂)—, wherein R″ is hydrogen or C₁₋₃alkyl, and wherein        each occurrence of R⁷ is independently hydrogen, an optionally        substituted group selected from aliphatic, heteroaliphatic, aryl        or heteroaryl, or two occurrences of R⁷ on the same nitrogen        atom are taken together with the nitrogen atom to form an        optionally substituted group selected from a 5–8 membered        heterocyclic or 5–8 membered heteroaryl ring;    -   l. ring A is a monocyclic ring system and R^(V), R^(W) and R^(X)        groups, when present, are hydrogen or amino; R^(Y) groups        include groups selected from optionally substituted 5–6 membered        heteroaryl or heterocyclyl rings, such as 2-pyridyl, 4-pyridyl,        pyrrolidinyl, piperidinyl, morpholinyl, or piperazinyl;        optionally substituted aryl or cycloalkyl rings such as phenyl,        halogen substituted phenyl, alkoxy substituted phenyl,        trifluoromethyl substituted phenyl, nitro substituted phenyl,        methyl substituted phenyl; optionally substituted C₁₋₆        aliphatic, such as methyl, ethyl, cyclopropyl, cyclopentyl,        cyclohexyl, amino substituted cycloalkyl, acetamido substituted        cycloalkyl, isopropyl, or t-butyl; alkoxyalkylamino such as        methoxyethylamino; alkoxyalkyl such as methoxymethyl or        methoxyethyl; aminoalkyl such as aminoethyl, dimethylaminoethyl;        alkyl- or dialkylamino such as ethylamino or dimethylamino;        alkyl- or dialkylaminoalkoxy such as dimethylaminopropyloxy;        alkyl- or dialkylaminoalkoxyalkyl such as        dimethylaminoethoxymethyl; and acetamido;    -   m. ring A system is a bicyclic ring system and the ring formed        when R^(x) and R^(y) are taken together may be substituted or        unsubstituted;    -   n. ring A system is a bicyclic ring system formed by R^(X) and        R^(Y) taken together and substituted by one or more occurrences        of R⁸ or R⁹, wherein each occurrence of R⁸ is independently —R⁷,        halo, —O(CH₂)₂₋₄—N(R⁷)₂, —O(CH₂)₂₋₄—R⁷, —OR⁷,        —N(R⁷)—(CH₂)₂₋₄—N(R⁷)₂, —N(R⁷)—(CH₂)₂₋₄—R⁷, —C(═O)R⁷, —CO₂R⁷,        —COCOR⁷, —NO₂, —CN, —S(O)R⁷, —SO₂R⁷, —SR⁷, —N(R⁷)₂, —CON(R⁷)₂,        —SO₂N(R⁷)₂, —OC(═O)R⁷, —N(R⁷)COR⁷, —N(R⁷)CO₂(optionally        substituted C₁₋₆ aliphatic), —N(R⁷)N(R⁷)₂, —C═NN(R⁷)₂, —C═N—OR,        —NHOR⁷, —N(R⁷)CON(R⁷)₂, —N(R⁷)SO₂N(R⁷)₂, —N(R⁷)SO₂R⁷, or        —OC(═O)N(R⁷)₂, wherein each occurrence of R⁷ is independently        hydrogen, an optionally substituted group selected from        aliphatic, heteroaliphatic, aryl or heteroaryl, or two        occurrences of R⁷ on the same nitrogen atom are taken together        with the nitrogen atom to form an optionally substituted group        selected from a 5–8 membered heterocyclic or 5–8 membered        heteroaryl ring; and each occurrence of R⁹ is independently        hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′, wherein        each occurrence of R′ is independently hydrogen, an optionally        substituted group selected from aliphatic, heteroaliphatic, aryl        or heteroaryl, or two occurrences of R′ on the same nitrogen        atom are taken together with the nitrogen to form an optionally        substituted group selected from a 5–8 membered heterocyclic or        5–8 membered heteroaryl ring,

iv) Y is defined according to one of the following groups:

-   -   a. Y is an optionally substituted heteroaryl moiety;    -   b. Y is selected from one of the heteroaryl moieties a–y;    -   c. Y is selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

-   -   d. Y is a pyrazole moiety, h;    -   e. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,        optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl,        aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,        alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and        (N-heterocycle)carbonyl;    -   f. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, methyl, cyclopropyl, ethyl, isopropyl,        propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,        CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,        CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂,        CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl),        CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃,        CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,        CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl),        CONH(4-tolyl), CONHCH₃, CO(morpholin-1-yl),        CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH, CONH₂, and        CO(piperidin-1-yl).    -   g. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, C₁₋₄aliphatic,alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and(N-heterocycle)carbonyl, and R^(10b) is hydrogen;

-   -   h. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl, and R^(10b) is hydrogen;

-   -   i. Y is heteroaryl moiety substituted by at least two        occurrences of R¹⁰ and where two occurrences of R¹⁰ taken        together may represent an optionally substituted group selected        from cycloaliphatic, cycloheteroaliphatic, aryl or heteroaryl;    -   j. Y represents one of the following heteroaryl moieties:

wherein r is 0–4 and R¹² is hydrogen, -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),—C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl;

iv) for compounds of formula IIa(v), R⁴ is defined according to one ofthe following groups:

-   -   a. R⁴ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R⁴ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂;

vi) for compounds of formula IIb(v), R³ is defined according to one ofthe following groups:

-   -   a. R³ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R³ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂; and

vii) R⁵ is defined according to one of the following groups:

-   -   a. hydrogen, halogen, —NO₂, —CN, hydroxy, optionally substituted        C₁₋₃alkyl, optionally substituted alkoxy, —SO₂NH₂, or        —C(O)alkyl, or    -   b. R⁵ is hydrogen, C₁, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.

In certain preferred embodiments, compounds of the invention includethose compounds having general formula IIa(v) or IIb(v) wherein thecompounds have one or more of the following features:

-   -   a. Z is NR⁶, wherein R¹ and R² are each independently hydrogen        or a protecting group and R⁴, R⁵ and R⁶ are each hydrogen,    -   b. ring A comprises the general formula II-A; and    -   c. Y is an optionally substituted heteroaryl moiety selected        from one of formulas a–y.

In most preferred embodiments, for compounds described directly above,ring A is selected from one of the following:

-   -   a. an optionally substituted monocyclic aryl or heteroaryl        moiety of formula i, ii, iii or x; wherein R^(V), R^(W), R^(X)        and R^(Y) are each independently —R; wherein preferred R^(V) and        R^(W) groups, when present, are hydrogen or amino; preferred        R^(X) groups, when present, include hydrogen, alkyl- or        dialkylamino, acetamido, or a C₁₋₄ aliphatic group such as        methyl, ethyl, cyclopropyl, or isopropyl; preferred R^(Y)        groups, when present, include hydrogen, an optionally        substituted group selected from C₁₋₆ aliphatic, C₁₋₆        heteroaliphatic, aryl, or heteroaryl, —Q_((n))N(R⁷)₂,        —Q_((n))OR⁷, —Q_((n))SR⁷, —Q_((n))(C═O)O(R⁷),        —Q_((n))C(O)N(R⁷)₂, —Q_((n))NHC(O)R⁷, —Q_((n))NHSO₂R⁷, or        —Q_((n))SO₂N(R⁷)₂, wherein n is 0 or 1, and wherein Q is        preferably —(C(R″)₂)—, wherein R″ is hydrogen or C₁₋₃alkyl, and        wherein each occurrence of R⁷ is independently hydrogen, an        optionally substituted group selected from aliphatic,        heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on        the same nitrogen atom are taken together with the nitrogen atom        to form an optionally substituted group selected from a 5–8        membered heterocyclic or 5–8 membered heteroaryl ring; or    -   b. a bicyclic aryl or heteroaryl moiety of formula i, ii, iii or        x optionally substituted by one or more occurrences of R⁸ or R⁹,        wherein R⁸ substituents include —R⁷, halo, —O(CH₂)₂₋₄—N(R⁷)₂,        —O(CH₂)₂₋₄—R⁷, —OR⁷, —N(R⁷)—(CH₂)₂₋₄—N(R⁷)₂, —N(R⁷)—(CH₂)₂₋₄—R⁷,        —C(═O)R⁷, —CO₂R⁷, —COCOR⁷, —NO₂, —CN, —S(O)R⁷, —SO₂R⁷, —SR⁷,        —N(R⁷)₂, —CON(R⁷)₂, —SO₂N(R⁷)₂, —OC(═O)R⁷, —N(R⁷)COR⁷,        —N(R⁷)CO₂(optionally substituted C₁₋₆ aliphatic), —N(R⁷)N(R⁷)₂,        —C═NN(R⁷)₂, —C═N—OR, —NHOR⁷, —N(R⁷)CON(R⁷)₂, —N(R⁷)SO₂N(R⁷)₂,        —N(R⁷)SO₂R⁷, or —OC(═O)N(R⁷)₂, wherein each occurrence of R⁷ is        independently hydrogen, an optionally substituted aliphatic,        heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on        the same nitrogen atom are taken together with the nitrogen atom        to form an optionally substituted group selected from a 5–8        membered heterocyclic or heteroaryl ring; and        Y is selected from one of the following heteroaryl moieties:

-   -   wherein q is 0–4, R¹⁰ is hydrogen, C₁₋₄aliphatic,        alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,        alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl,        aminoalkyl, alkylaminoalkyl, dialkylaminoalkyl,        phenylaminocarbonyl, or (N-heterocycle)carbonyl, and wherein        each occurrence of R¹¹ is independently hydrogen, —R′, —COR′,        —CO₂(R′), —CON(R′)₂, or —SO₂R′, wherein each occurrence of R′ is        independently hydrogen, an optionally substituted group selected        from aliphatic, heteroaliphatic, aryl or heteroaryl, or two        occurrences of R′ on the same nitrogen atom are taken together        with the nitrogen to form an optionally substituted group        selected from a 5–8 membered heterocyclic or 5–8 membered        heteroaryl ring.

Additional preferred embodiments for the compounds described directlyabove include those preferred subsets for ring A and Y as exemplified insubclasses and species herein.

Representative examples of compounds of formula IIa(v) or IIb(v)(described generally as II(v) below but encompassing compounds of bothformulas IIa(v) and IIb(v)), are depicted below in Table 5.

TABLE 5

II-(v)-1

II-(v)-2

II-(v)-3

II-(v)-4

II-(v)-5

II-(v)-6

II-(v)-7

II-(v)-8

II-(v)-9

II-(v)-10

II-(v)-11

II-(v)-12

II-(v)-13

II-(v)-14

II-(v)-15

II-(v)-16

II-(v)-17

II-(v)-18

II-(v)-19

II-(v)-20

II-(v)-21

II-(v)-22

II-(v)-23

II-(v)-24

II-(v)-25

II-(v)-26

II-(v)-27

II-(v)-28

II-(v)-29

II-(v)-30

II-(v)-31

II-(v)-32

II-(v)-33

II-(v)-34

II-(v)-35

II-(v)-36

II-(v)-37

II-(v)-38

II-(v)-39

II-(v)-40

II-(v)-41

II-(v)-42

II-(v)-43

II-(v)-44

II-(v)-45

II-(v)-46

II-(v)-47

II-(v)-48

II-(v)-49

II-(v)-50

II-(v)-51

II-(v)-52

II-(v)-53

II-(v)-54

II-(v)-55

II-(v)-56

II-(v)-57

II-(v)-58

II-(v)-59

II-(v)-60

II-(v)-61

II-(v)-62

II-(v)-63

II-(v)-64

II-(v)-65

II-(v)-66

II-(v)-67

II-(v)-68

II-(v)-69

II-(v)-70

II-(v)-71

II-(v)-72

II-(v)-73

II-(v)-74

II-(v)-75

II-(v)-76

II-(v)-77

II-(v)-78

II-(v)-79

II-(v)-80

II-(v)-81

II-(v)-82

II-(v)-83

II-(v)-84

II-(v)-85

II-(v)-86

II-(v)-87

II-(v)-88

II-(v)-89

II-(v)-90

II-(v)-91

II-(v)-92

II-(v)-93

II-(v)-94

II-(v)-95

II-(v)-96

II-(v)-97

II-(v)-98

II-(v)-99

II-(v)-100

II-(v)-101

II-(v)-102

II-(v)-103

II-(v)-104

II-(v)-105

II-(v)-106

II-(v)-107

II-(v)-108

II-(v)-100

II-(v)-110

II-(v)-111

II-(v)-112

II-(v)-113

II-(v)-114

II-(v)-115

II-(v)-116

II-(v)-117

II-(v)-118

II-(v)-119

II-(v)-120

II-(v)-121

II-(v)-122

II-(v)-123

II-(v)-124

II-(v)-125

II-(v)-126

II-(v)-127

II-(v)-128

II-(v)-129

II-(v)-130

II-(v)-131

II-(v)-132

II-(v)-133

II-(v)-134

II-(v)-135

In certain other exemplary subsets, for compounds of formulas I, Ia andIb, either of R³ or R⁴ is —Q¹—A—Q²—Y, wherein A is an optionallysubstituted cycloaliphatic or heterocycloaliphatic moiety and compoundshave the general formula IIIa or IIIb:

wherein R¹, R², R³, R⁵, R⁵, Z, Q¹, Q², and Y are as defined generallyabove, U is NR¹³, C(R¹⁴)₂, or O; V is NR¹³, C(R¹⁴)₂, or O; W is NR¹³,C(R¹⁴)₂, or O, and X is NR¹³, C(R¹⁴)₂, or O, and t is 0, 1 or 2, whereineach occurrence of R¹³ is independently hydrogen, —R′, —COR′, —CO₂(R′),—CON(R′)₂, or —SO₂R′, wherein each occurrence of R′ is independentlyhydrogen, optionally substituted group selected from C₁₋₆ aliphatic,C₁₋₆heteroaliphatic, aryl or heteroaryl, or two occurrences of R′ on thesame nitrogen atom are taken together with the nitrogen to form anoptionally substituted group selected from a 5–8 membered heterocyclicor 5–8 membered heteroaryl ring; and wherein each occurrence of R¹⁴ isindependently —R, with the proviso that when any one of U, V, W, or X isO or NR¹³, an adjacent group U, V, W or X is C(R¹⁴)₂.

In certain embodiments, the ring A is selected from the following group:

wherein R¹³ is hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or heteroaryl ring; R¹⁴ is oxoor —R; and x is 0–4.

In certain preferred embodiments, x is 0 or 1 and R¹⁴ is -halo, —N(R⁷)₂,—C₁₋₃ alkyl, —C₁₋₃ haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl),—CN, —SO₂(C₁₋₃ alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl),—NHC(O)(C₁₋₃ alkyl), —C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃alkyl) is most preferably methyl.

In certain preferred embodiments R¹³ is hydrogen or C₁₋₄alkyl.

In still other preferred embodiments, ring A is selected from one of xi,xii or xvi and x is 0.

As described generally above, Y is an optionally substituted aryl,heteoaryl, aliphatic or heteoraliphatic moiety. In certain exemplaryembodiments, for compounds of general formulas I, Ia, Ib, IIa or IIIb(and subsets thereof as described in detail herein) Y is an optionallysubstituted heteroaryl moiety. In certain preferred embodiments, Y isselected from one of the following heteroaryl moieties a–y:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

In certain other exemplary embodiments, Y is one of the followingheteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

In certain preferred embodiments, Y is a pyrazole moiety, h.

Preferred R¹⁰ groups include hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl, aminocarbonyl,mono- or dialkylaminocarbonyl, aminoalkyl, alkylaminoalkyl,dialkylaminoalkyl, phenylaminocarbonyl, and (N-heterocycle)carbonyl.Examples of such preferred R¹⁰ substituents include methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl).

In certain preferred embodiments, Y is a pyrazole moiety, h′, whereinthe pyrazole is substituted with two occurrences of R¹⁰ (R^(10a) andR^(10b) as depicted), wherein R^(10a) and R^(10b) are each independently—R.

Preferred groups for R^(10a) and R^(10b) include those preferred groupsexemplified for R¹⁰ above. In certain embodiments, preferred groups forR^(10a) include hydrogen, C₁₋₄aliphatic, alkoxycarbonyl, optionallysubstituted phenyl, hydroxyalkyl, alkoxyalkyl, aminocarbonyl, mono- ordialkylaminocarbonyl, aminoalkyl, alkylaminoalkyl, dialkylaminoalkyl,phenylaminocarbonyl, and (N-heterocycle)carbonyl. Examples of suchpreferred R^(10a) substituents include methyl, cyclopropyl, ethyl,isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph, CH₂CH₂CH₂NH₂,CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃,CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇),CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl). A preferred group for R^(10b) ishydrogen.

As described generally above, two occurrences of R¹⁰ (e.g., R^(10a) andR^(10b) as depicted above in formula h′) taken together may represent anoptionally substituted group selected from a cycloaliphatic,cycloheteroaliphatic, aryl or heteroaryl moiety. In certain preferredembodiments, Y is one of the following groups:

wherein r is 0–4 and R¹² is —R, wherein —R is defined generally aboveand in classes and subclasses herein. Preferred substituents R¹² on thefused ring include one or more of the following: -halo, —N(R⁷)₂, —C₁₋₃alkyl, —C₁₋₃ haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN,—SO₂(C₁₋₃ alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃alkyl), —C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl, wherein each occurrence of R⁷ is independentlyhydrogen, an optionally substituted group selected from aliphatic,heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on thesame nitrogen atom are taken together with the nitrogen atom to form anoptionally substituted group selected from a 5–8 membered heterocyclicor 5–8 membered heteroaryl ring.

In still other embodiments, for compounds of formulas I, Ia, Ib, IIa orIIIb (or subsets thereof as detailed herein) when R³ is —Q¹—A—Q²—Y, R⁴is preferably hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,amino, aminoalkyl, mono- or di-alkylamino, mono- or di-alkylaminoalkyl,or optionally substituted phenyl. In most preferred embodiments R⁴ ishydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl or —CH₂NH₂.

In yet other embodiments, for compounds of formulas I, Ia, Ib, IIa orIIIb (or subsets thereof as detailed herein), when R⁴ is 4′—A—Q²—Y, R³is preferably hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,amino, aminoalkyl, mono- or di-alkylamino, mono- or di-alkylaminoalkyl,or optionally substituted phenyl. In most preferred embodiments R³ ishydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl or —CH₂NH₂.

In certain other preferred embodiments, for compounds of formulas I, Ia,Ib, IIIa or IIIb (or subsets thereof as detailed herein), R⁵ ishydrogen, halogen, —NO₂, —CN, hydroxy, optionally substituted C₁₋₃alkyl,optionally substituted alkoxy, —SO₂NH₂, or —C(O)alkyl. In more preferredembodiments, R⁵ is C₁, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.

In certain embodiments, a preferred subclass of compounds of generalformula IIIa or IIIb include those compounds where Q¹ is NH and Q² isNH. These compounds are defined by the general formula IIIa(i) orIIIb(i) and are depicted generally below:

It will be appreciated that, for compounds of general formulas IIIa(i)and IIIb(i) certain additional subclasses are of special interest.Certain preferred embodiments of compounds of formula IIIa(i) or IIIb(i)include those compounds having any combination of the following featuresfor each variable for formula IIIa(i) or IIIb(i):

i) Z is CR⁶ or N;

ii) R¹, R², R⁴ and R⁵ are each hydrogen and wherein Z is CHR⁶ and R⁶ ishydrogen; or R¹, R², R³ and R⁵ are each hydrogen and wherein Z is CHR⁶and R⁶ is hydrogen;

iii) ring A is defined according to one of the following groups:

-   -   a. ring A is selected from one of the groups:

wherein R¹³ is hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring; R¹⁴ is oxo or —R; and x is 0–4; or

-   -   b. ring A is selected from one of xi, xii or xvi and x is 0 or        1; R¹⁴ is -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃ haloalkyl, —NO₂,        —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂,        —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl), —C(O)NH₂,        and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is most preferably        methyl; and R¹³ is hydrogen or C₁₋₄alkyl;

iv) Y is defined according to one of the following groups:

-   -   a. Y is an optionally substituted heteroaryl moiety;    -   b. Y is selected from one of the heteroaryl moieties a–y;    -   c. Y is selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

-   -   d. Y is a pyrazole moiety, h;    -   e. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,        optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl,        aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,        alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and        (N-heterocycle)carbonyl;    -   f. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, methyl, cyclopropyl, ethyl, isopropyl,        propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,        CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,        CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂,        CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl),        CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃,        CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,        CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl),        CONH(4-tolyl), CONHCH₃, CO(morpholin-1-yl),        CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH, CONH₂, and        CO(piperidin-1-yl).    -   g. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, C₁₋₄aliphatic,alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and(N-heterocycle)carbonyl, and R^(10b) is hydrogen;

-   -   h. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl, and R^(10b) is hydrogen;

-   -   i. Y is heteroaryl moiety substituted by at least two        occurrences of R¹⁰ and where two occurrences of R¹⁰ taken        together may represent an optionally substituted group selected        from cycloaliphatic, cycloheteroaliphatic, aryl or heteroaryl;    -   j. Y represents one of the following heteroaryl moieties:

wherein r is 0–4 and R¹² is hydrogen, -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),—C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl;

v) for compounds of formula IIa(v), R⁴ is defined according to one ofthe following groups:

-   -   a. R⁴ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R⁴ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂;    -   vi) for compounds of formula IIb(v), R³ is defined according to        one of the following groups:    -   a. R³ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R³ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂; and    -   vii) R⁵ is defined according to one of the following groups:    -   a. hydrogen, halogen, —NO₂, —CN, hydroxy, optionally substituted        C₁₋₃alkyl, optionally substituted alkoxy, —SO₂NH₂, or        —C(O)alkyl, or    -   b. R⁵ is hydrogen, C₁, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.

In certain preferred embodiments, compounds of the invention includethose compounds having general formula IIIa(i) and wherein the compoundshave one or more of the following features:

-   -   a. Z is NR⁶, wherein R¹ and R² are each independently hydrogen        or a protecting group; R⁴, R⁵ and R⁶ are each hydrogen,    -   b. ring A comprises one of the general formulas xi, xii or xvi,        and    -   c. Y is an optionally substituted heteroaryl moiety selected        from one of formulas a–y.

It will be appreciated that for compounds described directly above,preferred groups for ring A of formulas xi, xii or xvi (and substituentsthereon), and Y (and substituents thereon), include those preferredgroups as exemplified in subclasses and species above and herein.

Representative examples of compounds of formula IIIa(i) or IIIb(i)(described generally as III(i) below but encompassing compounds of bothformulas IIIa(i) and IIIb(i)), are depicted below in Table 6.

TABLE 6 Examples of Compounds of Formula III-(i):

III-(i)-1 

III-(i)-2 

III-(i)-3 

III-(i)-4 

III-(i)-5 

III-(i)-6 

III-(i)-7 

III-(i)-8 

III-(i)-9 

III-(i)-10

III-(i)-11

III-(i)-12

III-(i)-13

III-(i)-14

III-(i)-15

In certain embodiments, a preferred subclass of compounds of generalformula IIIa or IIIb include those compounds where Q¹ is S, and Q² isNH. These compounds are defined by the general formula IIIa(ii) orIIIb(ii) and are depicted generally below:

It will be appreciated that, for compounds of general formulas IIIa(ii)and IIIb(ii) certain additional subclasses are of special interest.Certain preferred embodiments of compounds of formula IIIa(ii) orIIIb(ii) include those compounds having any combination of the followingfeatures for each variable for formula IIIa(ii) or IIIb(ii):

i) Z is CR⁶ or N;

ii) R¹, R², R⁴ and R⁵ are each hydrogen and wherein Z is CHR⁶ and R⁶ ishydrogen; or R¹, R², R³ and R⁵ are each hydrogen and wherein Z is CHR⁶and R⁶ is hydrogen;

iii) ring A is defined according to one of the following groups:

-   -   a. ring A is selected from one of the groups:

wherein R¹³ is hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring; R¹⁴ is oxo or —R; and x is 0–4; or

-   -   b. ring A is selected from one of xi, xii or xvi and x is 0 or        1; R¹⁴ is -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃ haloalkyl, —NO₂,        —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃ alkyl),        —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),        —C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is most        preferably methyl; and R¹³ is hydrogen or C₁₋₄alkyl;

iv) Y is defined according to one of the following groups:

-   -   a. Y is an optionally substituted heteroaryl moiety;    -   b. Y is selected from one of the heteroaryl moieties a–y;    -   c. Y is selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

-   -   d. Y is a pyrazole moiety, h;    -   e. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,        optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl,        aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,        alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and        (N-heterocycle)carbonyl;    -   f. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, methyl, cyclopropyl, ethyl, isopropyl,        propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,        CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,        CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂,        CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl),        CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃,        CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,        CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl),        CONH(4-tolyl), CONHCH₃, CO(morpholin-1-yl),        CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH, CONH₂, and        CO(piperidin-1-yl).    -   g. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, C₁₋₄aliphatic,alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and(N-heterocycle)carbonyl, and R^(10b) is hydrogen;

-   -   h. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl, and R^(10b) is hydrogen;

-   -   i. Y is heteroaryl moiety substituted by at least two        occurrences of R¹⁰ and where two occurrences of R¹⁰ taken        together may represent an optionally substituted group selected        from cycloaliphatic, cycloheteroaliphatic, aryl or heteroaryl;    -   j. Y represents one of the following heteroaryl moieties:

wherein r is 0–4 and R¹² is hydrogen, -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),—C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl;

v) for compounds of formula IIIa(ii), R⁴ is defined according to one ofthe following groups:

-   -   a. R⁴ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R⁴ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂;

vi) for compounds of formula IIIb(ii), R³ is defined according to one ofthe following groups:

-   -   a. R³ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R³ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂; and

vii) R⁵ is defined according to one of the following groups:

-   -   a. hydrogen, halogen, —NO₂, —CN, hydroxy, optionally substituted        C₁₋₃alkyl, optionally substituted alkoxy, —SO₂NH₂, or        —C(O)alkyl, or    -   b. R⁵ is hydrogen, C₁, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.

In certain preferred embodiments, compounds of the invention includethose compounds having general formula IIIa(ii) and wherein thecompounds have one or more of the following features:

-   -   a. Z is NR⁶, wherein R¹ and R² are each independently hydrogen        or a protecting group; R⁴, R⁵ and R⁶ are each hydrogen,    -   b. ring A comprises one of the general formulas xi, xii or xvi,        and    -   c. Y is an optionally substituted heteroaryl moiety selected        from one of formulas a–y.

It will be appreciated that for compounds described directly above,preferred groups for ring A of formulas xi, xii or xvi (and substituentsthereon), and Y (and substituents thereon), include those preferredgroups as exemplified in subclasses and species above and herein.

Representative examples of compounds of formula IIIa(ii) or IIIb(ii)(described generally as III(ii) below but encompassing compounds of bothformulas IIIa(ii) and IIIb(ii)), are depicted below in Table 7.

TABLE 7 Examples of Compounds of Formula III(ii):

III-(ii)-1 

III-(ii)-2 

III-(ii)-3 

III-(ii)-4 

III-(ii)-5 

III-(ii)-6 

III-(ii)-7 

III-(ii)-8 

III-(ii)-9 

III-(ii)-10

III-(ii)-11

III-(ii)-12

III-(ii)-13

III-(ii)-14

III-(ii)-15

In certain embodiments, a preferred subclass of compounds of generalformula IIIa or IIIb include those compounds where Q¹ is O and Q² is NH.These compounds are defined by the general formula IIIa(iii) orIIIb(iii) and are depicted generally below:

It will be appreciated that, for compounds of general formulas IIIa(iii)and IIIb(iii) certain additional subclasses are of special interest.Certain preferred embodiments of compounds of formula IIIa(iii) orIIIb(iii) include those compounds having any combination of thefollowing features for each variable for formula IIIa(iii) or IIIb(iii):

i) Z is CR⁶ or N;

ii) R¹, R², R⁴ and R⁵ are each hydrogen and wherein Z is CHR⁶ and R⁶ ishydrogen; or R¹, R², R³ and R⁵ are each hydrogen and wherein Z is CHR⁶and R⁶ is hydrogen;

iii) ring A is defined according to one of the following groups:

-   -   a. ring A is selected from one of the groups:

wherein R¹³ is hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring; R¹⁴ is oxo or —R; and x is 0–4; or

-   -   b. ring A is selected from one of xi, xii or xvi and x is 0 or        1; R¹⁴ is -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃ haloalkyl, —NO₂,        —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃ alkyl),        —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),        —C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is most        preferably methyl; and R¹³ is hydrogen or C₁₋₄alkyl;

iv) Y is defined according to one of the following groups:

-   -   a. Y is an optionally substituted heteroaryl moiety;    -   b. Y is selected from one of the heteroaryl moieties a–y;    -   c. Y is selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

-   -   d. Y is a pyrazole moiety, h;    -   e. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,        optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl,        aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,        alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and        (N-heterocycle)carbonyl;    -   f. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, methyl, cyclopropyl, ethyl, isopropyl,        propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,        CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,        CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂,        CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl),        CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃,        CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,        CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl),        CONH(4-tolyl), CONHCH₃, CO(morpholin-1-yl),        CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH, CONH₂, and        CO(piperidin-1-yl).    -   g. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, C₁₋₄aliphatic,alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and(N-heterocycle)carbonyl, and R^(10b) is hydrogen;

-   -   h. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃. CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl, and R^(10b) is hydrogen;

-   -   i. Y is heteroaryl moiety substituted by at least two        occurrences of R¹⁰ and where two occurrences of R¹⁰ taken        together may represent an optionally substituted group selected        from cycloaliphatic, cycloheteroaliphatic, aryl or heteroaryl;    -   j. Y represents one of the following heteroaryl moieties:

wherein r is 0–4 and R¹² is hydrogen, -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),—C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl;

v) for compounds of formula IIIa(iii), R⁴ is defined according to one ofthe following groups:

-   -   a. R⁴ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R⁴ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂;

vi) for compounds of formula IIIb(iii), R³ is defined according to oneof the following groups:

-   -   a. R³ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R³ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂; and

vii) R⁵ is defined according to one of the following groups:

-   -   a. hydrogen, halogen, —NO₂, —CN, hydroxy, optionally substituted        C₁₋₃alkyl, optionally substituted alkoxy, —SO₂NH₂, or        —C(O)alkyl, or    -   b. R⁵ is hydrogen, C₁, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.

In certain preferred embodiments, compounds of the invention includethose compounds having general formula IIIa(iii) and wherein thecompounds have one or more of the following features:

-   -   a. Z is NR⁶, wherein R¹ and R² are each independently hydrogen        or a protecting group; R⁴, R⁵ and R⁶ are each hydrogen,    -   b. ring A comprises one of the general formulas xi, xii or xvi,        and    -   c. Y is an optionally substituted heteroaryl moiety selected        from one of formulas a–y.

It will be appreciated that for compounds described directly above,preferred groups for ring A of formulas xi, xii or xvi (and substituentsthereon), and Y (and substituents thereon), include those preferredgroups as exemplified in subclasses and species above and herein.

Representative examples of compounds of formula IIIa(iii) or IIIb(iii)(described generally as III(iii) below but encompassing compounds ofboth formulas IIIa(iii) and IIIb(i)), are depicted below in Table 8.

TABLE 8 Examples of Compounds of Formula III(iii):

III-(iii)-1 

III-(iii)-2 

III-(iii)-3 

III-(iii)-4 

III-(iii)-5 

III-(iii)-6 

III-(iii)-7 

III-(iii)-8 

III-(iii)-9 

III-(iii)-10

III-(iii)-11

III-(iii)-12

III-(iii)-13

III-(iii)-14

III-(iii)-15

In certain embodiments, a preferred subclass of compounds of generalformula IIIa or IIIb include those compounds where Q² is NH, and Q¹ isdefined below. These compounds are defined by the general formulaIIIa(iv) or IIIb(iv) and are depicted generally below:

wherein Q¹ is —C(R^(A))₂—, 1,2-cyclopropyl, 1,2-cyclobutanediyl, or1,3-cyclobutanediyl, an optionally substituted C₂₋₄alkylidene group,wherein one methylene unit of the optionally substituted C₂₋₄alkylidenechain is optionally replaced by —O—, —S—, or —NR^(A)—, wherein eachoccurrence of R^(A) is independently hydrogen or optionally substitutedC₁₋₄aliphatic.

It will be appreciated that, for compounds of general formulas IIIa(iv)and IIIb(iii) certain additional subclasses are of special interest.Certain preferred embodiments of compounds of formula IIIa(iv) orIIIb(iv) include those compounds having any combination of the followingfeatures for each variable for formula IIIa(iv) or IIIb(iv):

i) Z is CR⁶ or N;

ii) R¹, R², R⁴ and R⁵ are each hydrogen and wherein Z is CHR⁶ and R⁶ ishydrogen; or R¹, R², R³ and R⁵ are each hydrogen and wherein Z is CHR⁶and R⁶ is hydrogen;

iii) ring A is defined according to one of the following groups:

-   -   a. ring A is selected from one of the groups:

wherein R¹³ is hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring; R¹⁴ is oxo or —R; and x is 0–4; or

-   -   b. ring A is selected from one of xi, xii or xvi and x is 0 or        1; R¹⁴ is -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃ haloalkyl, —NO₂,        —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃ alkyl),        —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),        —C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is most        preferably methyl; and R¹³ is hydrogen or C₁₋₄alkyl;

iv) Y is defined according to one of the following groups:

-   -   a. Y is an optionally substituted heteroaryl moiety;    -   b. Y is selected from one of the heteroaryl moieties a–y;    -   c. Y is selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

-   -   d. Y is a pyrazole moiety, h;    -   e. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,        optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl,        aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,        alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and        (N-heterocycle)carbonyl;    -   f. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, methyl, cyclopropyl, ethyl, isopropyl,        propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,        CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,        CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂,        CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl),        CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃,        CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,        CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl),        CONH(4-tolyl), CONHCH₃, CO(morpholin-1-yl),        CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH, CONH₂, and        CO(piperidin-1-yl).    -   g. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, C₁₋₄aliphatic,alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and(N-heterocycle)carbonyl, and R^(10b) is hydrogen;

-   -   h. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl, and R^(10b) is hydrogen;

-   -   i. Y is heteroaryl moiety substituted by at least two        occurrences of R¹⁰ and where two occurrences of R¹⁰ taken        together may represent an optionally substituted group selected        from cycloaliphatic, cycloheteroaliphatic, aryl or heteroaryl;    -   j. Y represents one of the following heteroaryl moieties:

wherein r is 0–4 and R¹² is hydrogen, -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),—C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl;

v) for compounds of formula IIIa(iv), R⁴ is defined according to one ofthe following groups:

-   -   a. R⁴ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R⁴ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂;

vi) for compounds of formula IIIb(iv), R³ is defined according to one ofthe following groups:

-   -   a. R³ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R³ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂; and

vii) R⁵ is defined according to one of the following groups:

-   -   a. hydrogen, halogen, —NO₂, —CN, hydroxy, optionally substituted        C₁₋₃alkyl, optionally substituted alkoxy, —SO₂NH₂, or        —C(O)alkyl, or    -   b. R⁵ is hydrogen, C₁, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.

In certain preferred embodiments, compounds of the invention includethose compounds having general formula IIIa(iv) and wherein thecompounds have one or more of the following features:

-   -   a. Z is NR⁶, wherein R¹ and R² are each independently hydrogen        or a protecting group; R⁴, R⁵ and R⁶ are each hydrogen,    -   b. ring A comprises one of the general formulas xi, xii or xvi,        and    -   c. Y is an optionally substituted heteroaryl moiety selected        from one of formulas a–y.

It will be appreciated that for compounds described directly above,preferred groups for ring A of formulas xi, xii or xvi (and substituentsthereon), and Y (and substituents thereon), include those preferredgroups as exemplified in subclasses and species above and herein.

Representative examples of compounds of formula IIIa(iv) or IIIb(iv)(described generally as III(iii) below but encompassing compounds ofboth formulas IIIa(iv) and IIIb(iv)), are depicted below in Table 9.

TABLE 9 Examples of Compounds of Formula III(iv):

III-(iv)-1 

III-(iv)-2 

III-(iv)-3 

III-(iv)-4 

III-(iv)-5 

III-(iv)-6 

III-(iv)-7 

III-(iv)-8 

III-(iv)-9 

III-(iv)-10

III-(iv)-11

III-(iv)-12

III-(iv)-13

III-(iv)-14

III-(iv)-15

In certain embodiments, a preferred subclass of compounds of generalformula IIIa or IIIb include those compounds where Q² is NH, and Q¹ is adirect bond. These compounds are defined by the general formula IIIa(v)or IIIb(v) and are depicted generally below:

wherein Q¹ is a direct bond.

It will be appreciated that, for compounds of general formulas IIIa(v)and IIIb(v) certain additional subclasses are of special interest.Certain preferred embodiments of compounds of formula IIIa(v) or IIIb(v)include those compounds having any combination of the following featuresfor each variable for formula IIIa(v) or IIIb(v):

i) Z is CR⁶ or N;

ii) R¹, R¹, R⁴ and R⁵ are each hydrogen and wherein Z is CHR⁶ and R⁶ ishydrogen; or R¹, R², R³ and R⁵ are each hydrogen and wherein Z is CHR⁶and R⁶ is hydrogen;

iii) ring A is defined according to one of the following groups:

-   -   a. ring A is selected from one of the groups:

wherein R¹³ is hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring; R¹⁴ is oxo or —R; and x is 0–4; or

-   -   b. ring A is selected from one of xi, xii or xvi and x is 0 or        1; R¹⁴ is -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃ haloalkyl, —NO₂,        —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃ alkyl),        —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),        —C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is most        preferably methyl; and R¹³ is hydrogen or C₁₋₄alkyl;

iv) Y is defined according to one of the following groups:

-   -   a. Y is an optionally substituted heteroaryl moiety;    -   b. Y is selected from one of the heteroaryl moieties a–y;    -   c. Y is selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

-   -   d. Y is a pyrazole moiety, h;    -   e. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,        optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl,        aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,        alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and        (N-heterocycle)carbonyl;    -   f. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, methyl, cyclopropyl, ethyl, isopropyl,        propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,        CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,        CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂,        CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl),        CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃,        CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,        CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl),        CONH(4-tolyl), CONHCH₃, CO(morpholin-1-yl),        CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH, CONH₂, and        CO(piperidin-1-yl).    -   g. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, C₁₋₄aliphatic,alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and(N-heterocycle)carbonyl, and R^(10b) is hydrogen;

-   -   h. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl, and R^(10b) is hydrogen;

-   -   i. Y is heteroaryl moiety substituted by at least two        occurrences of R¹⁰ and where two occurrences of R¹⁰ taken        together may represent an optionally substituted group selected        from cycloaliphatic, cycloheteroaliphatic, aryl or heteroaryl;    -   j. Y represents one of the following heteroaryl moieties:

wherein r is 0–4 and R¹² is hydrogen, -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),—C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl;

and R¹³ is hydrogen or C₁₋₄alkyl;

v) for compounds of formula IIIa(v), R⁴ is defined according to one ofthe following groups:

-   -   a. R⁴ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R⁴ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂;

vi) for compounds of formula IIIb(v), R³ is defined according to one ofthe following groups:

-   -   a. R³ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R³ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂; and

vii) R⁵ is defined according to one of the following groups:

-   -   a. hydrogen, halogen, —NO₂, —CN, hydroxy, optionally substituted        C₁₋₃alkyl, optionally substituted alkoxy, —SO₂NH₂, or        —C(O)alkyl, or    -   b. R⁵ is hydrogen, C₁, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.

In certain preferred embodiments, compounds of the invention includethose compounds having general formula IIIa(v) and wherein the compoundshave one or more of the following features:

-   -   a. Z is NR⁶, wherein R¹ and R² are each independently hydrogen        or a protecting group; R⁴, R⁵ and R⁶ are each hydrogen,    -   b. ring A comprises one of the general formulas xi, xii or xvi,        and    -   c. Y is an optionally substituted heteroaryl moiety selected        from one of formulas a–y.

It will be appreciated that for compounds described directly above,preferred groups for ring A of formulas xi, xii or xvi (and substituentsthereon), and Y (and substituents thereon), include those preferredgroups as exemplified in subclasses and species above and herein.

Representative examples of compounds of formula IIIa(v) or IIIb(v)(described generally as III(v) below but encompassing compounds of bothformulas IIIa(v) and IIIb(i)), are depicted below in Table 10.

TABLE 10 Examples of Compounds of Formula III(v):

III-(v)-1 

III-(v)-2 

III-(v)-3 

III-(v)-4 

III-(v)-5 

III-(v)-6 

III-(v)-7 

III-(v)-8 

III-(v)-9 

III-(v)-10

III-(v)-11

III-(v)-12

III-(v)-13

III-(v)-14

III-(v)-15

In certain other exemplary subsets, for compounds of formulas I, Ia andIb, either of R³ or R⁴ is —Q¹—A—Q²—Y, wherein A is an optionallysubstituted C₂₋₄alkylidene unit (represented by A¹—A²—A³—A⁴) andcompounds have the general formula IVa or IVb:

wherein R¹, R², R³, R⁵, R⁵, Z, Q¹, Q², and Y are as defined generallyabove, each of A¹, A², A³ or A⁴ is independently absent or is anoptionally substituted methylene unit, wherein each methylene unit isoptionally replaced by —O—, —S—, —NR^(B)—, —NR^(B)CO—, —NR^(B)CONR^(B)—,—NR^(B)CO₂—, —CO—, —C(O)O—, —OC(O)—, —CONR^(B)—, —OC(O)NR^(B)—, —SO₂—,—SO₂NR^(B)—, —NR^(B)SO₂—, —NR^(B)SO₂NR^(B)—, —C(O)C(O)—, or—C(O)C(R^(B))₂C(O)—, and each occurrence of R^(B) is independentlyhydrogen or optionally substituted group selected from C₁₋₆ aliphatic,C₁₋₆heteroaliphatic, aryl or heteroaryl, with the limitation that nomore than two of A¹, A², A³ or A⁴ is absent.

In certain embodiments, one of A¹, A², A³ or A⁴ is absent.

In certain other embodiments, one of A¹, A², A³ or A⁴ is absent, and theremaining three are each independently selected from an optionallysubstituted methylene unit, wherein each methylene unit is optionallyreplaced by —O— or —CO—.

In certain preferred embodiments, one or more of the methylene units isunsubstituted.

In certain other preferred embodiments, one or more of the methyleneunits is substituted with an aryl, aralkyl or C₁₋₆aliphatic group.

In certain other preferred embodiments, one or more of the methyleneunits is substituted with phenyl or benzyl.

In still other preferred embodiments, two or more substituents on thesame or adjacent methylene units are taken together to form anoptionally substituted 3–6-membered carbocyclic or heterocyclic group.

As described generally above, Y is an optionally substituted aryl,heteoaryl, aliphatic or heteoraliphatic moiety. In certain exemplaryembodiments, for compounds of general formulas I, Ia, Ib, IVa or IVb(and subsets thereof as described in detail herein) Y is an optionallysubstituted heteroaryl moiety. In certain preferred embodiments, Y isselected from one of the following heteroaryl moieties a–y:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

In certain other exemplary embodiments, Y is one of the followingheteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

In certain preferred embodiments, Y is a pyrazole moiety, h.

Preferred R¹⁰ groups include hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl, aminocarbonyl,mono- or dialkylaminocarbonyl, aminoalkyl, alkylaminoalkyl,dialkylaminoalkyl, phenylaminocarbonyl, and (N-heterocycle)carbonyl.Examples of such preferred R¹⁰ substituents include methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl).

In certain preferred embodiments, Y is a pyrazole moiety, h′, whereinthe pyrazole is substituted with two occurrences of R¹⁰ (R^(10a) andR^(10b) as depicted), wherein R^(10a) and R^(10b) are each independently—R.

Preferred groups for R^(10a) and R^(10b) include those preferred groupsexemplified for R¹⁰ above. In certain embodiments, preferred groups forR^(10a) include hydrogen, C₁₋₄aliphatic, alkoxycarbonyl, optionallysubstituted phenyl, hydroxyalkyl, alkoxyalkyl, aminocarbonyl, mono- ordialkylaminocarbonyl, aminoalkyl, alkylaminoalkyl, dialkylaminoalkyl,phenylaminocarbonyl, and (N-heterocycle)carbonyl. Examples of suchpreferred R^(10a) substituents include methyl, cyclopropyl, ethyl,isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph, CH₂CH₂CH₂NH₂,CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃,CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇),CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl). A preferred group for R^(10b) ishydrogen.

As described generally above, two occurrences of R¹⁰ (e.g., R^(10a) andR^(10b) as depicted above in formula h′) taken together may represent anoptionally substituted group selected from a cycloaliphatic,cycloheteroaliphatic, aryl or heteroaryl moiety. In certain preferredembodiments, Y is one of the following groups:

wherein r is 0–4 and R¹² is —R, wherein —R is defined generally aboveand in classes and subclasses herein. Preferred substituents R¹² on thefused ring include one or more of the following: -halo, —N(R⁷)₂, —C₁₋₃alkyl, —C₁₋₃ haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN,—SO₂(C₁₋₃ alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃alkyl), —C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl, wherein each occurrence of R⁷ is independentlyhydrogen, an optionally substituted group selected from aliphatic,heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on thesame nitrogen atom are taken together with the nitrogen atom to form anoptionally substituted group selected from a 5–8 membered heterocyclicor 5–8 membered heteroaryl ring.

In still other embodiments, for compounds of formulas I, Ia, Ib, IVa orIVb (or subsets thereof as detailed herein) when R³ is —Q¹—A—Q²—Y, R⁴ ispreferably hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,amino, aminoalkyl, mono- or di-alkylamino, mono- or di-alkylaminoalkyl,or optionally substituted phenyl. In most preferred embodiments R⁴ ishydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl or —CH₂NH₂.

In yet other embodiments, for compounds of formulas I, Ia, Ib, IVa orIVb (or subsets thereof as detailed herein), when R⁴ is —Q¹—A—Q²—Y, R³is preferably hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,amino, aminoalkyl, mono- or di-alkylamino, mono- or di-alkylaminoalkyl,or optionally substituted phenyl. In most preferred embodiments R³ ishydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl or —CH₂NH₂.

In certain other preferred embodiments, for compounds of formulas I, Ia,Ib, IVa or IVb (or subsets thereof as detailed herein), R⁵ is hydrogen,halogen, —NO₂, —CN, hydroxy, optionally substituted C₁₋₃alkyl,optionally substituted alkoxy, —SO₂NH₂, or —C(O)alkyl. In more preferredembodiments, R⁵ is C₁, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.

In certain embodiments, a preferred subclass of compounds of generalformula IVa or IVb includes those compounds where Q¹ is NH and Q² is NHand have the general formula IVa(i) or IVb(i).

In certain other embodiments, a preferred subclass of compounds ofgeneral formula IVa or IVb includes those compounds where Q¹ is O and Q²is NH, and have the general formula IVa(ii) or IVb(ii).

In still other embodiments, a preferred subclass of compounds of generalformula IVa or IVb includes those compounds where Q¹ is S and Q² is NH,and have the general formula IVa(iii) or IVb(iii).

In yet other embodiments, a preferred subclass of compounds of generalformula IVa or IVb includes those compounds where Q¹ is an optionallysubstituted methylene unit —(C(R^(A))₂)— and Q² is NH, and have thegeneral formula IVa(iv) or IVb(iv).

It will be appreciated that, for compounds of general formulas IVa andIVb (and subclasses represented by IVa(i), IVb(i), IVa(ii), IVb(ii),IVa(iii), IVb(iii), IVa(iv) and IVb(iv)) certain additional subclassesare of special interest. Certain preferred embodiments of compounds offormula IVa or IVb IVb (and subclasses represented by IVa(i), IVb(i),IVa(ii), IVb(ii), IVa(iii), IVb(iii), IVa(iv) and IVb(iv)) include thosecompounds having any combination of one of more of the followingfeatures:

i) Z is CR⁶ or N;

ii) R¹, R², R⁴ and R⁵ are each hydrogen and wherein Z is CHR⁶ and R⁶ ishydrogen; or R¹, R², R³ and R⁵ are each hydrogen and wherein Z is CHR⁶and R⁶ is hydrogen;

iii) ring A is defined according to one of the following groups:

-   -   a. only one of A¹, A², A³ or A⁴ is absent;    -   b. only one of A¹, A², A³ or A⁴ is absent, and the remaining        three are each independently selected from an optionally        substituted methylene unit, wherein each methylene unit is        optionally replaced by —O— or —CO—;    -   c. only one of A¹, A², A³ or A⁴ is absent, and the remaining        three are each independently selected from an optionally        substituted methylene unit, wherein each methylene unit is        optionally replaced by —O— or —CO—; wherein one or more of the        methylene units represented by A¹, A², A³ or A⁴ is unsubstituted        or is substituted with an aryl, aralkyl or C₁₋₆aliphatic group;    -   d. only one of A¹, A², A³ or A⁴ is absent, and the remaining        three are each independently selected from an optionally        substituted methylene unit, wherein each methylene unit is        optionally replaced by —O— or —CO—; wherein one or more of the        methylene units represented by A¹, A², A³ or A⁴ is unsubstituted        or is substituted with an aryl, aralkyl or C₁₋₆aliphatic group,        or wherein two subsitutents on the same methylene unit, or two        substituents on adjacent methylene units are taken together to        form a 3–6-membered carbocyclic or heterocyclic ring;

iv) Y is defined according to one of the following groups:

-   -   a. Y is an optionally substituted heteroaryl moiety;    -   b. Y is selected from one of the heteroaryl moieties a–y;    -   c. Y is selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.

-   -   d. Y is a pyrazole moiety, h;    -   e. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, C₁₋₄aliphatic, alkoxycarbonyl,        optionally substituted phenyl, hydroxyalkyl, alkoxyalkyl,        aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,        alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and        (N-heterocycle)carbonyl;    -   f. Y is one of a, b, f, h or o, optionally substituted with one        or more R¹⁰ groups, wherein each occurrence of R¹⁰ is        independently hydrogen, methyl, cyclopropyl, ethyl, isopropyl,        propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,        CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,        CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂,        CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl),        CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃,        CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,        CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl),        CONH(4-tolyl), CONHCH₃, CO(morpholin-1-yl),        CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH, CONH₂, and        CO(piperidin-1-yl).    -   g. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, C₁₋₄aliphatic,alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and(N-heterocycle)carbonyl, and R^(10b) is hydrogen;

-   -   h. Y is a pyrazole moiety, h′, wherein the pyrazole is        substituted with two occurrences of R¹⁰ (R^(10a) and R^(10b) as        depicted),

wherein each occurrence of R^(10a) is hydrogen, methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl, and R^(10b) is hydrogen;

-   -   i. Y is heteroaryl moiety substituted by at least two        occurrences of R¹⁰ and where two occurrences of R¹⁰ taken        together may represent an optionally substituted group selected        from cycloaliphatic, cycloheteroaliphatic, aryl or heteroaryl;    -   j. Y represents one of the following heteroaryl moieties:

wherein r is 0–4 and R¹² is hydrogen, -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),—C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl;

v) for compounds of formula IIIa(iv), R⁴ is defined according to one ofthe following groups:

-   -   a. R⁴ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di-alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R⁴ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂;

vi) for compounds of formula IIIb(iv), R³ is defined according to one ofthe following groups:

-   -   a. R³ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy,        amino, aminoalkyl, mono- or di- alkylamino, mono- or        di-alkylaminoalkyl, or optionally substituted phenyl, or    -   b. R³ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl        or —CH₂NH₂; and

vi) R⁵ is defined according to one of the following groups:

-   -   a. hydrogen, halogen, —NO₂, —CN, hydroxy, optionally substituted        C₁₋₃alkyl, optionally substituted alkoxy, —SO₂NH₂, or        —C(O)alkyl, or    -   b. R⁵ is hydrogen, C₁, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.

In certain preferred embodiments, compounds of the invention includethose compounds having one of the general formulas IVa(i), IVa(ii),IVa(iii), or IVa(iv) and wherein the compounds have one or more of thefollowing features:

-   -   a. Z is NR⁶, wherein R¹ and R² are each independently hydrogen        or a protecting group; R⁴, R⁵ and R⁶ are each hydrogen,    -   b. only one of A¹, A², A³ or A⁴ is absent, and the remaining        three are each independently selected from an optionally        substituted methylene unit, wherein each methylene unit is        optionally replaced by —O—, —S—, —NR^(B)—, —NR^(B)CO—,        —NR^(B)CONR^(B)—, —NR^(B)CO₂—, —CO—, —C(O)O—, —OC(O)—,        CONR^(B)—, —OC(O)NR^(B)—, —SO₂—, —SO₂NR^(B)—, —NR^(B)SO₂—,        —NR^(B)SO₂NR^(B)—, —C(O)C(O)—, or —C(O)C(R^(B))₂C(O)—, and each        occurrence of R^(B) is independently hydrogen or optionally        substituted group selected from C₁₋₆ aliphatic,        C₁₋₆heteroaliphatic, aryl or heteroaryl, and    -   c. Y is an optionally substituted heteroaryl moiety selected        from one of formulas a–y.

It will be appreciated that for compounds described directly above,preferred groups for A¹, A², A³ or A⁴, and Y (and substituents thereon)also include those preferred groups as exemplified in subclasses andspecies above and herein.

Representative examples of compounds of formula IVa or IVb (andsubclasses represented by IVa(i), IVb(i), IVa(ii), IVb(ii), IVa(iii),IVb(iii), IVa(iv) and IVb(iv)) are depicted generally as IV in Table IIbelow but encompass compounds of both formulas IVa and IVb (andsubclasses represented by IVa(i), IVb(i), IVa(ii), IVb(ii), IVa(iii),IVb(iii), IVa(iv) and IVb(iv).

TABLE 11 Examples of Compounds of Formula IV:

IV-1 

IV-2 

IV-3 

IV-4 

IV-5 

IV-6 

IV-7 

IV-8 

IV-9 

IV-10

IV-11

IV-12

IV-13

IV-14

IV-15

IV-16

IV-17

IV-18

IV-19

IV-20

IV-21

IV-22

IV-23

IV-24

IV-25

IV-26

IV-27

IV-28

IV-29

IV-30

IV-31

IV-32

IV-33

IV-34

IV-35

IV-36

IV-37

IV-38

IV-39

IV-40

IV-41

IV-42

IV-43

IV-44

IV-45

IV-46

IV-47

IV-48

IV-49

IV-50

IV-51

IV-52

IV-53

IV-54

IV-55

IV-56

IV-57

IV-58

IV-59

IV-60

IV-61

IV-62

IV-63

IV-64

IV-65

IV-66

IV-67

IV-68

IV-69

IV-70

IV-71

IV-72

IV-73

IV-74

IV-75

IV-76

IV-77

IV-78

IV-79

IV-80

IV-81

IV-82

IV-83

IV-84

IV-85

IV-86

IV-87

IV-88

IV-89

IV-90

IV-91

IV-92

IV-93

IV-94

IV-95

IV-96

IV-97

IV-98

IV-99

 IV-100

 IV-101

 IV-102

 IV-103

 IV-104

 IV-105

 IV-106

 IV-107

 IV-108

 IV-109

 IV-110

 IV-111

 IV-112

 IV-113

 IV-114

 IV-115

 IV-116

 IV-117

 IV-118

 IV-119

 IV-120

 IV-121

 IV-122

 IV-123

 IV-124

 IV-125

 IV-126

 IV-127

 IV-128

 IV-129

 IV-130

 IV-131

 IV-132

 IV-133

 IV-134

 IV-135

 IV-136

 IV-137

 IV-138

 IV-139

 IV-140

 IV-141

 IV-142

 IV-143

 IV-144

 IV-145

 IV-146

 IV-147

 IV-148

 IV-149

 IV-150

 IV-151

 IV-152

III. General Synthetic Methodology:

The compounds of this invention may be prepared in general by methodsknown to those skilled in the art for analogous compounds, asillustrated by the general scheme below, and the preparative examplesthat follow.

Schemes I–IV below show general routes for the preparation of certainexemplary compounds of the invention having general the general formulaIa. It will be appreciated that although compounds of general formula Iaare depicted, compounds of general formula IIb can also be preparedaccording to the methods described generally below in Schemes I–IV.

The dichlorinated starting material 1 may be prepared using methodssimilar to those reported in J. Indian. Chem. Soc., 61, 690–693 (1984)or in J. Med. Chem., 37, 3828–3833 (1994). In certain embodiments, Z³and Z⁴ are CR^(X) and CR^(Y), respectively, and Z¹ is CR^(V) or N and Z²is CR^(W) or N. The reaction of 1 with the substituted amine (preferablyheteroaryl substituted amine) 2 in a manner similar to the methoddescribed in Bioorg. Med. Chem. Lett, 10, 11, 1175–1180, (2000) or in J.Het. Chem, 21, 1161–1167, (1984) provides the versatile monochlorointermediate 3. Conditions for displacing the chloro group of 3 by(indazolinone)-Q¹ will depend on the nature of the Q¹ linker moiety andare generally known in the field. See, for example, J. Med. Chem, 38,14, 2763–2773, (1995) (where Q¹ is an N-Link), or Chem. Pharm. Bull.,40, 1, 227–229, (1992) (S-Link), or J. Het. Chem., 21, 1161–1167, (1984)(O-Link) or Bioorg. Med. Chem. Lett, 8, 20, 2891–2896, (1998) (C-Link).

Scheme II below shows an alternative route for the preparation of thepresent compounds.

As shown above, the starting material 4 may be prepared in a mannersimilar to that described for analogous compounds. See Chem. Heterocycl.Compd., 35, 7, 818–820 (1999) (where Q¹ is an N-Link), Indian J. Chem.Sect. B, 22, 1, 37–42 (1983) (N-Link), Pestic. Sci, 47, 2, 103–114(1996) (O-Link), J. Med. Chem., 23, 8, 913–918 (1980) (S-Link), orPharmazie, 43, 7, 475–476 (1988) (C-Link). The chlorination of 4provides intermediate 5. See J. Med. Chem., 43, 22, 4288–4312 (2000) (Qis an N-Link), Pestic. Sci, 47, 2, 103–114 (1996) (O-Link), J. Med.Chem., 41, 20, 3793–3803 (1998) (S-Link), or J. Med. Chem., 43, 22,4288–4312 (2000) (C-Link). Displacement of the 4-Cl group inintermediate 5 with the substituted amine (preferably heteroarylsubstituted amine) 2 to provide compounds of this invention may beperformed according to known methods for analogous compounds. See J.Med. Chem., 38, 14, 2763–2773 (1995) (where Q is an N-Link), Bioorg.Med. Chem. Lett., 7, 4, 421424 (1997) (O-Link), Bioorg. Med. Chem.Lett., 10, 8, 703–706 (2000) (S-Link), or J. Med. Chem., 41, 21,4021–4035 (1998) (C-Link).

Scheme III below shows another alternative route for preparing thepresent compounds.

The starting material 6 may be chlorinated to provide intermediate 7.Displacement of the 4-chloro group in 7 with substituted amino(preferably heteroaryl substituted amino) 2 gives intermediate 8 which,upon oxidation of the methylsulfanyl group, provides the methylsulfone9. The methylsulfonyl group of 9 may be displaced readily with(indazolinone)-Q¹H to give the desired product I. See J. Am. Chem. Soc.,81, 5997–6006 (1959) (where Q¹ is an N-Link) or in Bioorg. Med. Chem.Lett., 10, 8, 821–826 (2000) (S— Link).

Scheme IV below shows a general route for the preparation of the presentcompounds wherein R^(y) is a group attached to ring A via a nitrogen,oxygen or sulfur heteroatom. In certain embodiments, ring A ispyrimidine.

The starting 4,6-dihydroxy-2-methylsulfanyl intermediate 10 may beprepared as described in J. Med. Chem., 27, 12, 1621–1629 (1984). Thechloro groups of intermediate 11 may be displaced sequentially withsubstituted amino (preferably heteroaryl substituted amino) 2 and thenwith another amine (or alcohol or thiol) following procedures similar tothose reported in U.S. Pat. No. 2,585,906 (ICI, 1949). Themethylsulfanyl group of 13 may then be oxidized to provide themethylsulfone 14. Displacement of the methylsulfonyl group of 14 givesthe desired product IIa. Additional compounds where Q¹ is a direct bondmay be prepared in a manner similar to that described in Tetrahedron,48, 37, 1992, 8117–8126, where the indazolinone is introduced using aboronic ester under palladium catalysis.

Compounds of general formula IV are prepared according to the methodsexemplified in Schemes V–IX below. It will be appreciated that althoughcompounds of general formula IVa are depicted in these schemes,compounds of general formula IVb can also be prepared according to thesemethods.

Scheme V below depicts the preparation of compounds where Q¹ and Q² areeach NH and A is a C₂₋₆ alkyl group.

Schemes VI–IX below depicts the preparation of compounds where Q¹ and Q²are each NH and A is an optionally substituted C₂₋₆ alkylidene chain,wherein one or more methylene units of the alkylidene chain are replacedwith C═O. As shown below, the alkylidene chain may be substituted withR″, wherein R″ is C₁₋₆aliphatic, aryl or alkaryl.

IV. Uses of Compounds of the Invention:

The compounds and compositions described herein are generally useful forthe inhibition of kinase activity of one or more enzymes. Kinasesinclude, for example, protein kinases, lipid kinases (e.g.,phosphatidylinositol kinases PI-3, PI-4) and carbohyhdrate kinases.Further information relating to kinase structure, function and theirrole in disease or disease symptoms is available at the Protein KinaseResource website (http://Ikinases.sdsc.edu/html/index.shtml).

It will be appreciated that compounds described herein are preferablyuseful as inhibitors of tyrosine, serine/threonine or histidine proteinkinases. Examples of kinases that are inhibited by the compounds andcompositions described herein and against which the methods describedherein are useful include, but are not limited to, LCK, IRK(=INSR=Insulin receptor), IGF-1 receptor, SYK, MK2, ZAP-70, Aurora-2,PRAK, ROCK, CAK, cMET, IRAK1, IRAK2, BLK, BMX, BTK, FRK, FGR, FYN, HCK,ITK, LYN, TEC, TXK, YES, ABL, SRC, EGF-R (=ErbB-1), ErbB-2 (=NEU=HER²),ErbB-3, ErbB-4, FAK, FGF1R (=FGR-1), FGF2R (=FGR-2), IKK-1(=IKK-alpha=CHUK), IKK-2 (=IKK-beta), MET (=c-Met), NIK, PGDF receptoralpha, PDGF receptor beta, TIE1, TIE2 (=TEK), VEGFR¹ (=FLT-1), VEGFR²(=KDR), FLT-3, FLT-4, KIT, CSK, JAK1, JAK2, JAK3, TYK2, RIP, RIP-2, LOK,TAKI, RET, ALK, MLK3, COT, TRKA, PYK2, EPHB4, RON, GSK3, UL13, ORF47,ATM, CDK (including all subtypes), PKA, PKB (including all PKB subtypes)(=AKT-1, AKT-2, AKT-3), PKC (including all PKC subtypes), REDK, SAPK,PIM, PDK, PIM, ERK and BARK, and all subtypes of these kinases. Thecompounds and compositions of the invention are therefore alsoparticularly suited for the treatment of diseases and disease symptomsthat involve one or more of the aforementioned kinases.

Pharmaceutically Acceptable Compositions

As discussed above, the present invention provides compounds that areinhibitors of protein kinases, and thus the present compounds are usefulfor the treatment of diseases, disorders, and conditions including, butnot limited to a proliferative disorder, a cardiac disorder, aneurodegenerative disorder, psychotic disorders, an autoimmune disorder,a condition associated with organ transplant, an inflammatory disorder,an immunologically mediated disorder, a viral disease, or a bonedisorder. In preferred embodiments, the compounds are useful for thetreatment of allergy, asthma, diabetes, Alzheimer's disease,Huntington's disease, Parkinson's disease, AIDS-associated dementia,amyotrophic lateral sclerosis (AML, Lou Gehrig's disease), multiplesclerosis (MS), schizophrenia, cardiomyocyte hypertrophy,reperfusion/ischemia (e.g., stroke), baldness, cancer, hepatomegaly,cardiovascular disease including cardiomegaly, cystic fibrosis, viraldisease, autoimmune diseases, atherosclerosis, restenosis, psoriasis,inflammation, hypertension, angina pectoris, cerebrovascularcontraction, peripheral circulation disorder, premature birth,arteriosclerosis, vasospasm (cerebral vasospasm, coronary vasospasm),retinopathy, erectile dysfunction (ED), AIDS, osteoporosis, Crohn'sDisease and colitis, neurite outgrowth, and Raynaud's Disease. Inpreferred embodiments, the disease, condition, or disorder isatherosclerosis, hypertension, erectile dysfunction (ED),reperfusion/ischemia (e.g., stroke), or vasospasm (cerebral vasospasmand coronary vasospasm).

Accordingly, in another aspect of the present invention,pharmaceutically acceptable compositions are provided, wherein thesecompositions comprise any of the compounds as described herein, andoptionally comprise a pharmaceutically acceptable carrier, adjuvant orvehicle. In certain embodiments, these compositions optionally furthercomprise one or more additional therapeutic agents.

It will also be appreciated that certain of the compounds of presentinvention can exist in free form for treatment, or where appropriate, asa pharmaceutically acceptable derivative thereof. According to thepresent invention, a pharmaceutically acceptable derivative includes,but is not limited to, pharmaceutically acceptable prodrugs, salts,esters, salts of such esters, or any other adduct or derivative whichupon administration to a patient in need is capable of providing,directly or indirectly, a compound as otherwise described herein, or ametabolite or residue thereof.

As used herein, the term “pharmaceutically acceptable salt” refers tothose salts which are, within the scope of sound medical judgement,suitable for use in contact with the tissues of humans and lower animalswithout undue toxicity, irritation, allergic response and the like, andare commensurate with a reasonable benefit/risk ratio. A“pharmaceutically acceptable salt” means any non-toxic salt or salt ofan ester of a compound of this invention that, upon administration to arecipient, is capable of providing, either directly or indirectly, acompound of this invention or an inhibitorily active metabolite orresidue thereof. As used herein, the term “inhibitorily activemetabolite or residue thereof” means that a metabolite or residuethereof is also an inhibitor of a PRAK, GSK3, ERK2, CDK2, MK2, SRC, SYK,or Aurora-2 kinase.

Pharmaceutically acceptable salts are well known in the art. Forexample, S. M. Berge et al., describe pharmaceutically acceptable saltsin detail in J. Pharmaceutical Sciences, 1977, 66, 1–19, incorporatedherein by reference. Pharmaceutically acceptable salts of the compoundsof this invention include those derived from suitable inorganic andorganic acids and bases. Examples of pharmaceutically acceptable,nontoxic acid addition salts are salts of an amino group formed withinorganic acids such as hydrochloric acid, hydrobromic acid, phosphoricacid, sulfuric acid and perchloric acid or with organic acids such asacetic acid, oxalic acid, maleic acid, tartaric acid, citric acid,succinic acid or malonic acid or by using other methods used in the artsuch as ion exchange. Other pharmaceutically acceptable salts includeadipate, alginate, ascorbate, aspartate, benzenesulfonate, benzoate,bisulfate, borate, butyrate, camphorate, camphorsulfonate, citrate,cyclopentanepropionate, digluconate, dodecylsulfate, ethanesulfonate,formate, fumarate, glucoheptonate, glycerophosphate, gluconate,hemisulfate, heptanoate, hexanoate, hydroiodide,2-hydroxy-ethanesulfonate, lactobionate, lactate, laurate, laurylsulfate, malate, maleate, malonate, methanesulfonate,2-naphthalenesulfonate, nicotinate, nitrate, oleate, oxalate, palmitate,pamoate, pectinate, persulfate, 3-phenylpropionate, phosphate, picrate,pivalate, propionate, stearate, succinate, sulfate, tartrate,thiocyanate, p-toluenesulfonate, undecanoate, valerate salts, and thelike. Salts derived from appropriate bases include alkali metal,alkaline earth metal, ammonium and N⁺(C₁₋₄alkyl)₄ salts. This inventionalso envisions the quaternization of any basic nitrogen-containinggroups of the compounds disclosed herein. Water or oil-soluble ordispersable products may be obtained by such quaternization.Representative alkali or alkaline earth metal salts include sodium,lithium, potassium, calcium, magnesium, and the like. Furtherpharmaceutically acceptable salts include, when appropriate, nontoxicammonium, quaternary ammonium, and amine cations formed usingcounterions such as halide, hydroxide, carboxylate, sulfate, phosphate,nitrate, loweralkyl sulfonate and aryl sulfonate.

As described above, the pharmaceutically acceptable compositions of thepresent invention additionally comprise a pharmaceutically acceptablecarrier, adjuvant, or vehicle, which, as used herein, includes any andall solvents, diluents, or other liquid vehicle, dispersion orsuspension aids, surface active agents, isotonic agents, thickening oremulsifying agents, preservatives, solid binders, lubricants and thelike, as suited to the particular dosage form desired. Remington'sPharmaceutical Sciences, Sixteenth Edition, E. W. Martin (MackPublishing Co., Easton, Pa., 1980) discloses various carriers used informulating pharmaceutically acceptable compositions and knowntechniques for the preparation thereof. Except insofar as anyconventional carrier medium is incompatible with the compounds of theinvention, such as by producing any undesirable biological effect orotherwise interacting in a deleterious manner with any othercomponent(s) of the pharmaceutically acceptable composition, its use iscontemplated to be within the scope of this invention. Some examples ofmaterials which can serve as pharmaceutically acceptable carriersinclude, but are not limited to, ion exchangers, alumina, aluminumstearate, lecithin, serum proteins, such as human serum albumin, buffersubstances such as phosphates, glycine, sorbic acid, or potassiumsorbate, partial glyceride mixtures of saturated vegetable fatty acids,water, salts or electrolytes, such as protamine sulfate, disodiumhydrogen phosphate, potassium hydrogen phosphate, sodium chloride, zincsalts, colloidal silica, magnesium trisilicate, polyvinyl pyrrolidone,polyacrylates, waxes, polyethylene-polyoxypropylene-block polymers, woolfat, sugars such as lactose, glucose and sucrose; starches such as cornstarch and potato starch; cellulose and its derivatives such as sodiumcarboxymethyl cellulose, ethyl cellulose and cellulose acetate; powderedtragacanth; malt; gelatin; talc; excipients such as cocoa butter andsuppository waxes; oils such as peanut oil, cottonseed oil; saffloweroil; sesame oil; olive oil; corn oil and soybean oil; glycols; such apropylene glycol or polyethylene glycol; esters such as ethyl oleate andethyl laurate; agar; buffering agents such as magnesium hydroxide andaluminum hydroxide; alginic acid; pyrogen-free water; isotonic saline;Ringer's solution; ethyl alcohol, and phosphate buffer solutions, aswell as other non-toxic compatible lubricants such as sodium laurylsulfate and magnesium stearate, as well as coloring agents, releasingagents, coating agents, sweetening, flavoring and perfuming agents,preservatives and antioxidants can also be present in the composition,according to the judgment of the formulator.

Uses of Compounds and Pharmaceutically Acceptable Compositions

In yet another aspect, a method for the treatment or lessening theseverity of a proliferative disorder, a cardiac disorder, aneurodegenerative disorder, a psychotic disorder, an autoimmunedisorder, a condition associated with organ transplant, an inflammatorydisorder, an immunologically mediated disorder, a viral disease, or abone disorder is provided comprising administering an effective amountof a compound, or a pharmaceutically acceptable composition comprising acompound to a subject in need thereof. In certain embodiments of thepresent invention an “effective amount” of the compound orpharmaceutically acceptable composition is that amount effective fortreating or lessening the severity of a proliferative disorder, acardiac disorder, a neurodegenerative disorder, a psychotic disorder, anautoimmune disorder, a condition associated with organ transplant, aninflammatory disorder, an immunologically mediated disorder, a viraldisease, or a bone disorder. The compounds and compositions, accordingto the method of the present invention, may be administered using anyamount and any route of administration effective for treating orlessening the severity of a proliferative disorder, a cardiac disorder,a neurodegenerative disorder, an autoimmune disorder, a conditionassociated with organ transplant, an inflammatory disorder, animmunologically mediated disorder, a viral disease, or a bone disorder.The exact amount required will vary from subject to subject, dependingon the species, age, and general condition of the subject, the severityof the infection, the particular agent, its mode of administration, andthe like. The compounds of the invention are preferably formulated indosage unit form for ease of administration and uniformity of dosage.The expression “dosage unit form” as used herein refers to a physicallydiscrete unit of agent appropriate for the patient to be treated. Itwill be understood, however, that the total daily usage of the compoundsand compositions of the present invention will be decided by theattending physician within the scope of sound medical judgment. Thespecific effective dose level for any particular patient or organismwill depend upon a variety of factors including the disorder beingtreated and the severity of the disorder; the activity of the specificcompound employed; the specific composition employed; the age, bodyweight, general health, sex and diet of the patient; the time ofadministration, route of administration, and rate of excretion of thespecific compound employed; the duration of the treatment; drugs used incombination or coincidental with the specific compound employed, andlike factors well known in the medical arts. The term “patient”, as usedherein, means an animal, preferably a mammal, and most preferably ahuman.

The pharmaceutically acceptable compositions of this invention can beadministered to humans and other animals orally, rectally, parenterally,intracisternally, intravaginally, intraperitoneally, topically (as bypowders, ointments, or drops), bucally, as an oral or nasal spray, orthe like, depending on the severity of the infection being treated. Incertain embodiments, the compounds of the invention may be administeredorally or parenterally at dosage levels of about 0.01 mg/kg to about 50mg/kg and preferably from about 1 mg/kg to about 25 mg/kg, of subjectbody weight per day, one or more times a day, to obtain the desiredtherapeutic effect.

Liquid dosage forms for oral administration include, but are not limitedto, pharmaceutically acceptable emulsions, microemulsions, solutions,suspensions, syrups and elixirs. In addition to the active compounds,the liquid dosage forms may contain inert diluents commonly used in theart such as, for example, water or other solvents, solubilizing agentsand emulsifiers such as ethyl alcohol, isopropyl alcohol, ethylcarbonate, ethyl acetate, benzyl alcohol, benzyl benzoate, propyleneglycol, 1,3-butylene glycol, dimethylformamide, oils (in particular,cottonseed, groundnut, corn, germ, olive, castor, and sesame oils),glycerol, tetrahydrofurfuryl alcohol, polyethylene glycols and fattyacid esters of sorbitan, and mixtures thereof. Besides inert diluents,the oral compositions can also include adjuvants such as wetting agents,emulsifying and suspending agents, sweetening, flavoring, and perfumingagents.

Injectable preparations, for example, sterile injectable aqueous oroleaginous suspensions may be formulated according to the known artusing suitable dispersing or wetting agents and suspending agents. Thesterile injectable preparation may also be a sterile injectablesolution, suspension or emulsion in a nontoxic parenterally acceptablediluent or solvent, for example, as a solution in 1,3-butanediol. Amongthe acceptable vehicles and solvents that may be employed are water,Ringer's solution, U.S.P. and isotonic sodium chloride solution. Inaddition, sterile, fixed oils are conventionally employed as a solventor suspending medium. For this purpose any bland fixed oil can beemployed including synthetic mono- or diglycerides. In addition, fattyacids such as oleic acid are used in the preparation of injectables.

The injectable formulations can be sterilized, for example, byfiltration through a bacterial-retaining filter, or by incorporatingsterilizing agents in the form of sterile solid compositions which canbe dissolved or dispersed in sterile water or other sterile injectablemedium prior to use.

In order to prolong the effect of a compound of the present invention,it is often desirable to slow the absorption of the compound fromsubcutaneous or intramuscular injection. This may be accomplished by theuse of a liquid suspension of crystalline or amorphous material withpoor water solubility. The rate of absorption of the compound thendepends upon its rate of dissolution that, in turn, may depend uponcrystal size and crystalline form. Alternatively, delayed absorption ofa parenterally administered compound form is accomplished by dissolvingor suspending the compound in an oil vehicle. Injectable depot forms aremade by forming microencapsule matrices of the compound in biodegradablepolymers such as polylactide-polyglycolide. Depending upon the ratio ofcompound to polymer and the nature of the particular polymer employed,the rate of compound release can be controlled. Examples of otherbiodegradable polymers include poly(orthoesters) and poly(anhydrides).Depot injectable formulations are also prepared by entrapping thecompound in liposomes or microemulsions that are compatible with bodytissues.

Compositions for rectal or vaginal administration are preferablysuppositories which can be prepared by mixing the compounds of thisinvention with suitable non-irritating excipients or carriers such ascocoa butter, polyethylene glycol or a suppository wax which are solidat ambient temperature but liquid at body temperature and therefore meltin the rectum or vaginal cavity and release the active compound.

Solid dosage forms for oral administration include capsules, tablets,pills, powders, and granules. In such solid dosage forms, the activecompound is mixed with at least one inert, pharmaceutically acceptableexcipient or carrier such as sodium citrate or dicalcium phosphateand/or a) fillers or extenders such as starches, lactose, sucrose,glucose, mannitol, and silicic acid, b) binders such as, for example,carboxymethylcellulose, alginates, gelatin, polyvinylpyrrolidinone,sucrose, and acacia, c) humectants such as glycerol, d) disintegratingagents such as agar—agar, calcium carbonate, potato or tapioca starch,alginic acid, certain silicates, and sodium carbonate, e) solutionretarding agents such as paraffin, f) absorption accelerators such asquaternary ammonium compounds, g) wetting agents such as, for example,cetyl alcohol and glycerol monostearate, h) absorbents such as kaolinand bentonite clay, and i) lubricants such as talc, calcium stearate,magnesium stearate, solid polyethylene glycols, sodium lauryl sulfate,and mixtures thereof. In the case of capsules, tablets and pills, thedosage form may also comprise buffering agents.

Solid compositions of a similar type may also be employed as fillers insoft and hard-filled gelatin capsules using such excipients as lactoseor milk sugar as well as high molecular weight polyethylene glycols andthe like. The solid dosage forms of tablets, dragees, capsules, pills,and granules can be prepared with coatings and shells such as entericcoatings and other coatings well known in the pharmaceutical formulatingart. They may optionally contain opacifying agents and can also be of acomposition that they release the active ingredient(s) only, orpreferentially, in a certain part of the intestinal tract, optionally,in a delayed manner. Examples of embedding compositions that can be usedinclude polymeric substances and waxes. Solid compositions of a similartype may also be employed as fillers in soft and hard-filled gelatincapsules using such excipients as lactose or milk sugar as well as highmolecular weight polethylene glycols and the like.

The active compounds can also be in micro-encapsulated form with one ormore excipients as noted above. The solid dosage forms of tablets,dragees, capsules, pills, and granules can be prepared with coatings andshells such as enteric coatings, release controlling coatings and othercoatings well known in the pharmaceutical formulating art. In such soliddosage forms the active compound may be admixed with at least one inertdiluent such as sucrose, lactose or starch. Such dosage forms may alsocomprise, as is normal practice, additional substances other than inertdiluents, e.g., tableting lubricants and other tableting aids such amagnesium stearate and microcrystalline cellulose. In the case ofcapsules, tablets and pills, the dosage forms may also comprisebuffering agents. They may optionally contain opacifying agents and canalso be of a composition that they release the active ingredient(s)only, or preferentially, in a certain part of the intestinal tract,optionally, in a delayed manner. Examples of embedding compositions thatcan be used include polymeric substances and waxes.

Dosage forms for topical or transdermal administration of a compound ofthis invention include ointments, pastes, creams, lotions, gels,powders, solutions, sprays, inhalants or patches. The active componentis admixed under sterile conditions with a pharmaceutically acceptablecarrier and any needed preservatives or buffers as may be required.Ophthalmic formulation, ear drops, and eye drops are also contemplatedas being within the scope of this invention. Additionally, the presentinvention contemplates the use of transdermal patches, which have theadded advantage of providing controlled delivery of a compound to thebody. Such dosage forms can be made by dissolving or dispensing thecompound in the proper medium. Absorption enhancers can also be used toincrease the flux of the compound across the skin. The rate can becontrolled by either providing a rate controlling membrane or bydispersing the compound in a polymer matrix or gel.

As described generally above, the compounds of the invention are usefulas inhibitors of protein kinases. In one embodiment, the compounds andcompositions of the invention are inhibitors of one or more of PRAK,GSK3, ERK2, CDK2, MK2, SRC, SYK, or Aurora-2 kinase, and thus, withoutwishing to be bound by any particular theory, the compounds andcompositions are particularly useful for treating or lessening theseverity of a disease, condition, or disorder where activation of one ormore of PRAK, GSK3, ERK2, CDK2, MK2, SRC, SYK, or Aurora-2 kinase isimplicated in the disease, condition, or disorder. When activation ofPRAK, GSK3, ERK2, CDK2, MK2, SRC, SYK, or Aurora-2 kinase is implicatedin a particular disease, condition, or disorder, the disease, condition,or disorder may also be referred to as “PRAK, GSK3, ERK2, CDK2, MK2,SRC, SYK, or Aurora-2 kinase-mediated disease” or disease symptom.Accordingly, in another aspect, the present invention provides a methodfor treating or lessening the severity of a disease, condition, ordisorder where activation or one or more of PRAK, GSK3, ERK2, CDK2, MK2,SRC, SYK, or Aurora-2 kinase is implicated in the disease state.

The activity of a compound utilized in this invention as an inhibitor ofPRAK, GSK3, ERK2, CDK2, MK2, SRC, SYK, or Aurora-2 kinase, may beassayed in vitro, in vivo or in a cell line. In vitro assays includeassays that determine inhibition of either the phosphorylation activityor ATPase activity of activated PRAK, GSK3, ERK2, CDK2, MK2, SRC, SYK,or Aurora-2 kinase. Alternate in vitro assays quantitate the ability ofthe inhibitor to bind to PRAK, GSK3, ERK2, CDK2, MK2, SRC, SYK, orAurora-2 kinase. Inhibitor binding may be measured by radiolabelling theinhibitor prior to binding, isolating the inhibitor/PRAK,inhibitor/GSK3, inhibitor/ERK2, inhibitor/CDK2, inhibitor/MK2,inhibitor/SRC, inhibitor/SYK, or inhibitor/Aurora-2 kinase complex anddetermining the amount of radiolabel bound. Alternatively, inhibitorbinding may be determined by running a competition experiment where newinhibitors are incubated with PRAK, GSK3, ERK2, CDK2, MK2, SRC, SYK, orAurora-2 kinase bound to known radioligands.

The term “measurably inhibit”, as used herein means a measurable changein PRAK, GSK3, ERK2, CDK2, MK2, SRC, SYK, or Aurora-2 kinase activitybetween a sample comprising said composition and a PRAK, GSK3, ERK2,CDK2, MK2, SRC, SYK, or Aurora-2 kinase kinase and an equivalent samplecomprising PRAK, GSK3, ERK2, CDK2, MK2, SRC, SYK, or Aurora-2 kinasekinase in the absence of said composition.

The term “Aurora-2-mediated disease” or “Aurora-2-mediated condition”,as used herein, means any disease or other deleterious condition inwhich Aurora is known to play a role. The terms “Aurora-2-mediateddisease” or “Aurora-2-mediated condition” also mean those diseases orconditions that are alleviated by treatment with an Aurora-2 inhibitor.Such conditions include, without limitation, colon, breast, stomach, andovarian cancer. The term “Aurora-2-mediated disease”, as used herein,means any disease or other deleterious condition or disease in whichAurora-2 is known to play a role. Such diseases or conditions include,without limitation, cancers such as colon and breast cancer.

The terms “ERK-mediated disease” or “ERK-mediated condition”, as usedherein mean any disease or other deleterious condition in which ERK isknown to play a role. The terms “ERK-2-mediated disease” or“ERK-2-mediated condition” also mean those diseases or conditions thatare alleviated by treatment with an ERK-2 inhibitor. Such conditionsinclude, without limitation, cancer, stroke, diabetes, hepatomegaly,cardiovascular disease including cardiomegaly, Alzheimer's disease,cystic fibrosis, viral disease, autoimmune diseases, atherosclerosis,restenosis, psoriasis, allergic disorders including asthma,inflammation, neurological disorders, and hormone-related diseases. Theterm “cancer” includes, but is not limited to the following cancers:breast, ovary, cervix, prostate, testis, genitourinary tract, esophagus,larynx, glioblastoma, neuroblastoma, stomach, skin, keratoacanthoma,lung, epidermoid carcinoma, large cell carcinoma, small cell carcinoma,lung adenocarcinoma, bone, colon, adenoma, pancreas, adenocarcinoma,thyroid, follicular carcinoma, undifferentiated carcinoma, papillarycarcinoma, seminoma, melanoma, sarcoma, bladder carcinoma, livercarcinoma and biliary passages, kidney carcinoma, myeloid disorders,lymphoid disorders, Hodgkin's, hairy cells, buccal cavity and pharynx(oral), lip, tongue, mouth, pharynx, small intestine, colon-rectum,large intestine, rectum, brain and central nervous system, and leukemia.ERK-2 protein kinase and its implication in various diseases has beendescribed [Bokemeyer et al., Kidney Int. 1996, 49, 1187; Anderson etal., Nature 1990, 343, 651; Crews et al., Science 1992, 258, 478;Bjorbaek et al., J. Biol. Chem. 1995, 270, 18848; Rouse et al., Cell1994, 78, 1027; Raingeaud et al., Mol. Cell Biol. 1996, 16, 1247; Chenet al., Proc. Natl. Acad. Sci. USA 1993, 90, 10952; Oliver et al., Proc.Soc. Exp. Biol. Med. 1995, 210, 162; Moodie et al., Science 1993, 260,1658; Frey and Mulder, Cancer Res. 1997, 57, 628; Sivaraman et al., J.Clin. Invest. 1997, 99, 1478; Whelchel et al., Am. J. Respir. Cell Mol.Biol. 1997, 16, 589].

The term “GSK-3-mediated disease” as used herein, means any disease orother deleterious condition or disease in which GSK-3 is known to play arole. Such diseases or conditions include, without limitation,autoimmune diseases, inflammatory diseases, metabolic, neurological andneurodegenerative diseases (e.g., Alzheimer's disease, Huntington'sdisease, Parkinson's disease and basal ganglia movement disorders,chorea, dystonia, Wilson Disease, Pick Disease, frontal lobedegeneration, progessive supranuclear palsy (PSP), Creutzfeldt-JakobDisease, taupathology and corticobasal degeneration (CBD)), psychoticdisorders (e.g., schizophrenia, AIDS-associated dementia, depression,bipolar disorder, and anxiety disorders), cardiovascular diseases,allergy, asthma, diabetes, amyotrophic lateral sclerosis (AML, LouGehrig's disease), multiple sclerosis (MS), cardiomyocyte hypertrophy,reperfusion/ischemia, stroke, and baldness.

The term “Src-mediated disease” as used herein means any disease orother deleterious condition in which Src kinase plays a role. Suchdiseases or conditions include, without limitation, cancers such ascolon, breast, hepatic and pancreatic cancer, autoimmune diseases suchas transplant rejection, allergies, rheumatoid arthritis, leukemia, boneremodeling diseases such as osteoporosis and viral diseases such ashepatitus B infection.

The terms “CDK-2-mediated disease” or “CDK-2-mediated condition”, asused herein, mean any disease or other deleterious condition in whichCDK-2 is known to play a role. The terms “CDK-2-mediated disease” or“CDK-2-mediated condition” also mean those diseases or conditions thatare alleviated by treatment with a CDK-2 inhibitor. Such conditionsinclude, without limitation, cancer, Alzheimer's disease, restenosis,angiogenesis, glomerulonephritis, cytomegalovirus, HIV, herpes,psoriasis, atherosclerosis, alopecia, and autoimmune diseases such asrheumatoid arthritis. See Fischer, P. M. and Lane, D. P., CurrentMedicinal Chemistry, 7, 1213–1245 (2000); Mani, S., Wang, C., Wu, K.,Francis, R. and Pestell, R., Exp. Opin. Invest. Drugs, 9, 1849 (2000);Fry, D. W. and Garrett, M. D., Current Opinion in Oncologic, Endocrine &Metabolic Investigational Drugs, 2, 40–59 (2000).

The terms “PRAK-mediated disease” or “PRAK-mediated condition”, as usedherein mean any disease or other deleterious condition in which PRAK isknown to play a role. The terms “PRAK-mediated disease” or“PRAK-mediated condition” also mean those diseases or conditions thatare alleviated by treatment with a PRAK inhibitor. Such conditionsinclude, without limitation, rheumatoid arthritis, multiple sclerosis(see Darlington, C. L, Current Opinion in Anti-inflammatory &Immunomodulatory Investigational Drugs, 1999, 1 (3),190–198), CrohnsDisease cancer, autoimmune diseases, atherosclerosis, restenosis,psoriasis, allergic disorders including asthma, and inflammation.

The term “Syk-mediated disease” or “Syk-mediated condition”, as usedherein, means any disease or other deleterious condition in which Sykprotein kinase is known to play a role. Such conditions include, withoutlimitation, allergic disorders, especially asthma.

The term “MK2-mediated disease” or “MK2-mediated condition”, as usedherein, means any disease or other deleterious condition in which MK2protein kinase is known to play a role. Such conditions include, withoutlimitation, inflammatory disorders, arthritis, ischemia/reperfusion(see, J. Biol. Chem. 2002, 277 (46), 43968–72), and asthma (See., Am JRespir Crit Care Med. 2001 Dec. 1;164(11):2051–6).

In other embodiments, the invention relates to a method of enhancingglycogen synthesis and/or lowering blood levels of glucose in a patientin need thereof, comprising administering to said patient atherapeutically effective amount of a composition comprising a compoundof formula I. This method is especially useful for diabetic patients.

In yet another embodiment, the invention relates to a method ofinhibiting the production of hyperphosphorylated Tau protein in apatient in need thereof, comprising administering to said patient atherapeutically effective amount of a composition comprising a compoundof formula I. This method is especially useful in halting or slowing theprogression of Alzheimer's disease.

In still another embodiments, the invention relates to a method ofinhibiting the phosphorylation of β-catenin in a patient in needthereof, comprising administering to said patient a therapeuticallyeffective amount of a composition comprising a compound of formula I.This method is especially useful for treating schizophrenia.

It will also be appreciated that the compounds and pharmaceuticallyacceptable compositions of the present invention can be employed incombination therapies, that is, the compounds and pharmaceuticallyacceptable compositions can be administered concurrently with, prior to,or subsequent to, one or more other desired therapeutics or medicalprocedures. The particular combination of therapies (therapeutics orprocedures) to employ in a combination regimen will take into accountcompatibility of the desired therapeutics and/or procedures and thedesired therapeutic effect to be achieved. It will also be appreciatedthat the therapies employed may achieve a desired effect for the samedisorder (for example, an inventive compound may be administeredconcurrently with another agent used to treat the same disorder), orthey may achieve different effects (e.g., control of any adverseeffects). As used herein, additional therapeutic agents that arenormally administered to treat or prevent a particular disease, orcondition, are known as “appropriate for the disease, or condition,being treated”.

For example, chemotherapeutic agents or other anti-proliferative agentsmay be combined with the compounds of this invention to treatproliferative diseases and cancer. Examples of known chemotherapeuticagents include, but are not limited to, For example, other therapies oranticancer agents that may be used in combination with the inventiveanticancer agents of the present invention include surgery, radiotherapy(in but a few examples, gamma.-radiation, neutron beam radiotherapy,electron beam radiotherapy, proton therapy, brachytherapy, and systemicradioactive isotopes, to name a few), endocrine therapy, biologicresponse modifiers (interferons, interleukins, and tumor necrosis factor(TNF) to name a few), hyperthermia and cryotherapy, agents to attenuateany adverse effects (e.g., antiemetics), and other approvedchemotherapeutic drugs, including, but not limited to, alkylating drugs(mechlorethamine, chlorambucil, Cyclophosphamide, Melphalan,Ifosfamide), antimetabolites (Methotrexate), purine antagonists andpyrimidine antagonists (6-Mercaptopurine, 5-Fluorouracil, Cytarabile,Gemcitabine), spindle poisons (Vinblastine, Vincristine, Vinorelbine,Paclitaxel), podophyllotoxins (Etoposide, Irinotecan, Topotecan),antibiotics (Doxorubicin, Bleomycin, Mitomycin), nitrosoureas(Carmustine, Lomustine), inorganic ions (Cisplatin, Carboplatin),enzymes (Asparaginase), and hormones (Tamoxifen, Leuprolide, Flutamide,and Megestrol), Gleevec™, adriamycin, dexamethasone, andcyclophosphamide. For a more comprehensive discussion of updated cancertherapies see, http:/Hwww.nci.nih.gov/, a list of the FDA approvedoncology drugs at http://www.fda.gov/cder/cancer/druglistframe.htm, andThe Merck Manual, Seventeenth Ed. 1999, the entire contents of which arehereby incorporated by reference.

Other examples of agents the inhibitors of this invention may also becombined with include, without limitation: treatments for Alzheimer'sDisease such as Aricept® and Excelon®; treatments for Parkinson'sDisease such as L-DOPA/carbidopa, entacapone, ropinrole, pramipexole,bromocriptine, pergolide, trihexephendyl, and amantadine; agents fortreating Multiple Sclerosis (MS) such as beta interferon (e.g., Avonex®and Rebif®), Copaxone®, and mitoxantrone; treatments for asthma such asalbuterol and Singulair®; agents for treating schizophrenia such aszyprexa, risperdal, seroquel, and haloperidol; anti-inflammatory agentssuch as corticosteroids, TNF blockers, IL-1 RA, azathioprine,cyclophosphamide, and sulfasalazine; immunomodulatory andimmunosuppressive agents such as cyclosporin, tacrolimus, rapamycin,mycophenolate mofetil, interferons, corticosteroids, cyclophosphamide,azathioprine, and sulfasalazine; neurotrophic factors such asacetylcholinesterase inhibitors, MAO inhibitors, interferons,anti-convulsants, ion channel blockers, riluzole, and anti-Parkinsonianagents; agents for treating cardiovascular disease such asbeta-blockers, ACE inhibitors, diuretics, nitrates, calcium channelblockers, and statins; agents for treating liver disease such ascorticosteroids, cholestyramine, interferons, and anti-viral agents;agents for treating blood disorders such as corticosteroids,anti-leukemic agents, and growth factors; and agents for treatingimmunodeficiency disorders such as gamma globulin.

The amount of additional therapeutic agent present in the compositionsof this invention will be no more than the amount that would normally beadministered in a composition comprising that therapeutic agent as theonly active agent. Preferably the amount of additional therapeutic agentin the presently disclosed compositions will range from about 50% to100% of the amount normally present in a composition comprising thatagent as the only therapeutically active agent.

The compounds of this invention or pharmaceutically acceptablecompositions thereof may also be incorporated into compositions forcoating implantable medical devices, such as prostheses, artificialvalves, vascular grafts, stents and catheters. Accordingly, the presentinvention, in another aspect, includes a composition for coating animplantable device comprising a compound of the present invention asdescribed generally above, and in classes and subclasses herein, and acarrier suitable for coating said implantable device. In still anotheraspect, the present invention includes an implantable device coated witha composition comprising a compound of the present invention asdescribed generally above, and in classes and subclasses herein, and acarrier suitable for coating said implantable device.

Vascular stents, for example, have been used to overcome restenosis(re-narrowing of the vessel wall after injury). However, patients usingstents or other implantable devices risk clot formation or plateletactivation. These unwanted effects may be prevented or mitigated bypre-coating the device with a pharmaceutically acceptable compositioncomprising a kinase inhibitor. Suitable coatings and the generalpreparation of coated implantable devices are described in U.S. Pat.Nos. 6,099,562; 5,886,026; and 5,304,121. The coatings are typicallybiocompatible polymeric materials such as a hydrogel polymer,polymethyldisiloxane, polycaprolactone, polyethylene glycol, polylacticacid, ethylene vinyl acetate, and mixtures thereof. The coatings mayoptionally be further covered by a suitable topcoat of fluorosilicone,polysaccarides, polyethylene glycol, phospholipids or combinationsthereof to impart controlled release characteristics in the composition.

Another aspect of the invention relates to inhibiting PRAK, GSK3, ERK2,CDK2, MK2, SRC, SYK, or Aurora-2 kinase activity in a biological sampleor a patient, which method comprises administering to the patient, orcontacting said biological sample with a compound of formula I or acomposition comprising said compound. The term “biological sample”, asused herein, includes, without limitation, cell cultures or extractsthereof; biopsied material obtained from a mammal or extracts thereof;and blood, saliva, urine, feces, semen, tears, or other body fluids orextracts thereof.

Inhibition of PRAK, GSK3, ERK2, CDK2, MK2, SRC, SYK, or Aurora-2 kinasekinase activity in a biological sample is useful for a variety ofpurposes that are known to one of skill in the art. Examples of suchpurposes include, but are not limited to, blood transfusion,organ-transplantation, biological specimen storage, and biologicalassays.

In order that the invention described herein may be more fullyunderstood, the following examples are set forth. It should beunderstood that these examples are for illustrative purposes only andare not to be construed as limiting this invention in any manner.

EXAMPLES

I. Preparation of Exemplary Compounds:

Example 1 Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

A) Preparation of 6-Amino-3-oxo-2,3-dihydro-indazole-1-carboxylic acidtert-butyl ester (D)

Step 1 & 2: 6-Nitro-1,2-dihydro-indazol-3-one (B)

To a solution of 2-fluoro-4-nitro-benzoic acid A(4.9 g, 26 mmol) inmethanol (60 mL) was added hydrogen chloride gas at room temperature(exothermic reaction!). After 30 min of the addition of HCl gas, thereaction mixture was covered with a cap and stirred at room temperaturefor 16 hrs. The solvent was then carefully removed by evaporation, theresulted residue was treated with saturated NaHCO₃ solution, and theprecipitate was collected by filtration. After drying on the vacuum pumpfor overnight, the crude material, 2-fluoro-4-nitro-benzoic acid methylester was directly used for the next step without further purification.LC/Method A/2.64 min.

The crude material, 2-fluoro-4-nitro-benzoic acid methyl ester, fromabove was treated with hydrazine (1.6 mL, 51 mmol) in ethanol underreflux for 14 hrs. After removal of solvent by evaporation, the residuewas washed with water. The precipitate product was filtered and dried onthe vacuum pump to give the title compound which was used withoutfurther purification(4.0 g, 85% for two steps). MS (ES+): m/e=180.1(M+H), 178.0 (M−H); LC/Method A/1.83 min.

Step 3: 6-Nitro-3-oxo-2,3-dihydro-indazole-1-carboxylic acid tert-butylester (C)

To a solution of the crude material 2 (2.0 g, 11.2 mmol) in CH₂Cl₂ wasadded DMAP (1.4 g, 11.4 mmol). The resulted orange suspension was cooledto 0° C. and then was added triethylamine (1.7 g, 16.8 mmol). Themixture was stirred at 0° C. for 5 min and then was added a solution ofdi-tert-butyl dicarbonate (3.7 g, 16.9 mmol) in CH₂Cl₂ (4 mL). Afterstirring at 0° C. for another 20 min, the reaction was allowed to warmup to room temperature and stirred for 4 hrs. The solvent was thenremoved by evaporation, the residue was treated with 2N HCl solution,and the precipitate was filtered and washed with 2N HCl and water. Thecrude material was dried on the vacuum pump and used for the next stepwithout further purification. MS (ES+): m/e=278.1 (M−H); LC/MethodA/3.21 min.

6-Amino-3-oxo-2,3-dihydro-indazole-1-carboxylic acid tert-butyl ester(D)

The crude material from step 3 was treated with hydrogen in ethanol at50 psi in the presence of Pd/C (10%) for 3 hrs. After filtration throughcelite, the solvent was removed by evaporation. The final product6-Amino-3-oxo-2,3-dihydro-indazole-1-carboxylic acid tert-butyl esterwas then obtained as white solid (93% of purity) and was used as it was.(2.0 g, 72% of yield for two steps). MS (ES+): m/e=250.2 (M+H); 248.1(M−H); LC/Method A/2.48 min.

B) Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one.

A solution of(2-chloro-quinazolin-4-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine (50.0mg, 0.175 mmol) and 6-amino-3-oxo-2,3-dihydro-indazole-1-carboxylic acidtert-butyl ester (69.8 mg. 0.280 mmol) in NMP (1.0 mL) was heated up to100° C. for 6 hrs. The reaction mixture was cooled to room temperatureand poured into water, basified with saturated aqueous NaHCO₃ to pH=8–9.The crude material was collected by filtration and treated with TFA (0.5mL, 6.5 mmol) in CH₂Cl₂ (5 mL) for 3 hrs. After evaporation of thesolvent, the crude product was purified by HPLC to provide an off-whitesolid as TFA salt (15.0 mg, 20.6% yield).

¹H NMR (500 mHz, DMSO-d₆) δ12.53 (br s, 1H), 11.47 (br s, 1H), 10.61 (brs, 1H), 8.65 (d, 1H), 7.85 (t, 1H), 7.70 (d, 1H), 7.63 (d, 1H), 7.48 (t,2H), 7.09 (d, 1H), 6.18 (br s, 1H), 1.73 (br s, 1H), 0.83 (s, 2H), 0.42(br s, 2H) ppm. MS (ES+): m/e=399.3 (M+H), 397.3 (M−H); LC/Method A/3.76min, 94.4% purity by area %.

Method A: solvent B: 0.1% TFA/1% MeCN/water, solvent D: 0.1% TFA/MeCN.Gradient 10% D to 90% D over 8 min. at a flow rate of 1 mL/min. Methodlength 12 min. Column1 (YMC 3×150).

Example 2 Preparation of6-[6-Chloro-4-(5-cyclopropyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[6-Chloro-4-(5-cyclopropyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by a method similar to Example 1 to yield a light yellowsolid (23.5% yield).

¹H NMR (500 mHz, DMSO-d₆) δ11.34 (br s, 1H), 10.54 (br s, 1H), 8.75 (s,1H), 7.80 (d, 1H), 7.61 (d, 1H), 7.54 (d, 1H), 7.04 (d, 1H), 6.14 (br s,1H), 1.68 (br s, 1H), 0.77 (s, 2H), 0.37 (br s, 2H) ppm. MS (ES+):m/e=433.3 (M+H), 431.2 (M−H); LC/Method A/4.17 min, 97.13% purity byarea %.

Example 3 Preparation of6-[7-Chloro-4-(5-cyclopropyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[7-Chloro-4-(5-cyclopropyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by a method similar to Example 1 to yield a yellow solid(29.6% yield).

¹H NMR (500 mHz, DMSO-d₆) δ12.51 (br s, 1H), 11.34 (br s, 1H), 10.54 (brs, 1H), 8.61 (s, 1H), 7.63 (m, 3H), 7.48 (d, 1H), 7.13 (d, 1H), 6.23 (brs, 1H), 1.79 (br s, 1H), 0.86 (s, 2H), 0.52 (br s, 2H). MS (ES+):m/e=433.3 (M+H), 431.2 (M−H); LC/Method A/4.13 min, 100.0% purity byarea %.

Example 4 Prepartion of6-[4-(1H-Indazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[4-(1H-Indazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by a method similar to Example 1 to yield a light yellowsolid (52.3% yield). ¹H NMR (500 mHz, DMSO-d₆) δ 12.95 (br s, 1H), 11.35(br s, 1H), 10.81 (br s, 1H), 10.44 (br s, 1H), 8.37(d, 1H), 7.59 (t,1H), 7.48 (d, 1H), 7.43 (d, 1H), 7.37 (m, 1H), 7.19 (t, 1H), 6.97 (br s,1H), 6.87 (t, 1H), 6.64 (d, 1H) ppm. MS (ES+): m/e=409.3 (M+H), 407.3(M−H); LC/Method A/3.96 min, 100% purity by area %.

Example 5 Preparation of6-[4-(5-Isopropyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

To a solution of(2-chloro-quinazolin-4-yl)-(5-isopropyl-2H-pyrazol-3-yl)-amine (50 mg,0.17 mmol) in NMP (1 mL) was added6-amino-3-oxo-2,3-dihydro-indazole-1-carboxylic acid tert-butyl ester(65 mg, 0.26 mmol). The mixture was heated at 130° C. for 3 hrs, cooledto room temperature, and then poured into water. The crude material wascollected by filtration and treated with TFA in CH₂Cl₂ for 30 min.

After evaporation of the solvent, the crude product was purified by HPLCto provide a white solid as TFA salt. (34 mg, yield 49%) NMR (500 MHz,DMSO-d₆) δ12.5 (br s, 1H), 11.5 (br s, 2H), 10.6 (br s, 1H), 8.67 (d,1H), 7.86 (t, 1H), 7.68 (d, 1H), 7.63 (d, 1H), 7.48 (t, 1H), 7.45 (br,1H), 7.09 (d, 1H), 6.25 (br, s, 1H), 2.70 (br, 1H), 1.00 (brs, 6H) ppm.Ms (ES+): m/e=401.3 (M+H); LC/Method A/2.70 min.

Example 6 Preparation of6-[4-(5-Cyclopentyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[4-(5-Cyclopentyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by a method similar to Example 5 to yield an off-whitesolid (47% yiled) NMR (500 MHz, DMSO-d₆) δ12.5 (br s, 1H), 11.5 (br s,2H), 10.6 (br s, 1H), 8.68 (d, 1H), 7.86 (t, 1H), 7.68 (d, 1H), 7.63 (d,1H), 7.48 (t, 1H), 7.45 (br, 1H), 7.08 (d, 1H), 6.25 (br, s, 1H), 2.77(br, 1H), 1.50 (m, 8H) ppm. MS (ES+): m/e=427.3 (M+H); LC/Method A/2.81min.

Example 7 Preparation of6-[4-(5-Methyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[4-(5-Methyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by a method similar to Example 5 to yield a white solid(57% yiled) NMR (500 MHz, DMSO-d₆) δ12.5 (br s, 1H), 11.5 (br s, 2H),10.7 (br s, 1H), 8.63 (d, 1H), 7.85 (t, 1H), 7.68 (d, 1H), 7.62 (d, 1H),7.49 (m, 2H), 7.09 (d, 1H), 6.33 (br, s, 1H), 2.08 (s, 3H) ppm. MS(ES+): m/e=373.3 (M+H); LC/Method A/2.88 min.

Example 8 Preparation of6-[4-(5-Methoxymethyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[4-(5-Methoxymethyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by a method similar to Example 5 to yield a white solid(12% yield) NMR (500 MHz, DMSO-d₆) δ12.8 (br s, 1H), 11.5 (br s, 2H),10.6 (br s, 1H), 8.63 (d, 1H), 7.85 (t, 1H), 7.68 (d, 1H), 7.62 (d, 1H),7.49 (m, 2H), 7.08 (d, 1H), 6.60 (br, s, 1H), 4.22 (s, 2H), 3.19 (s, 3H)ppm. MS (ES+): m/e=403.3 (M+H); LC/Method A/2.89 min.

Example 9 Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-phenyl-pyrimidin-2-ylamino]1,2-dihydro-indazol-3-one

A solution of(2-chloro-6-phenyl-pyrimidin-4-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine(50.0 mg, 0.160 mmol) and6-amino-3-oxo-2,3-dihydro-indazole-1-carboxylic acid tert-butyl ester(119.6 mg. 0.480 mmol) in tert-butanol (0.6 mL) was refluxed for 3 days.After 3 days reflux, the reaction mixture was concentrated and theresidue was washed with water. The crude material was collected byfiltration and treated with TFA (0.5 mL, 6.5 mmol) in CH₂Cl₂ (5 mL) for3.5 hrs. After evaporation of the solvent, the crude product waspurified by HPLC to provide a light yellow solid as TFA salt (32.5 mg,37.7% yield).

¹H NMR (500 mHz, DMSO-d₆) δ 11.08 (br s, 1H), 9.64 (s, 1H), 7.95 (s,3H), 7.59 (m, 4H), 7.20 (d, 1H), 6.89 (br s, 1H), 6.12 (s, 1H), 1.83 (brs, 1H), 0.88 (s, 2H), 0.60 (br s, 2H) ppm. MS (ES+): m/e=425.3 (M+H),423.2 (M−H); LC/Method A/4.30 min, 100.0% purity by area %.

Example 10 Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-methyl-pyrido[3,2-d]pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-one

A solution of(2-chloro-6-methyl-pyrido[3,2-d]pyrimidin-4-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine(49.8 mg, 0.166 mmol) and6-amino-3-oxo-2,3-dihydro-indazole-1-carboxylic acid tert-butyl ester(82.6 mg. 0.312 mmol) in NMP (1.0 mL) was heated up to 100° C. for 1.5hours.

The reaction mixture was cooled to room temperature and poured intowater, basified with saturated aqueous NaHCO₃ to pH=8–9. The crudematerial was collected by filtration and treated with TFA (0.5 mL, 6.5mmol) in CH₂Cl₂ (5 mL) for 4 hrs. After evaporation of the solvent, thecrude product was purified by HPLC to provide a light yellow solid asTFA salt.

Example 11 Preparation of6-[4-(5-Cyclobutyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[4-(5-Cyclobutyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by a similar method as described above to yield a whitesolid (68% yield) NMR (500 MHz, DMSO-d₆) δ12.5 (br s, 1H), 11.5 (br s,2H), 10.6 (br s, 1H), 8.6 (d, 1H), 7.87 (t, 1H), 7.86 (t, 1H), 7.70 (d,1H), 7.63 (d, 1H), 7.49 (t, 1H), 7.45 (br, 1H), 7.11 (d, 1H), 6.25 (br,s, 1H), 3.30 (m, 1H), 2.15 (br, 2H), 1.89 (m, 4H) ppm. MS (ES+):m/e=413.3 (M+H); LC/Method A/2.69 min.

Example 126-[4-(5-Ethyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[4-(5-Ethyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by a similar method as described above to yield apale-yellow solid. NMR (500 MHz, MeOD) δ 8.30 (br, 1H), 7.79 (br, 1H),7.71 (br, 1H), 7.53 (br, 1H), 7.44 (br, 2H), 7.11 (br, 1H), 6.20 (br,1H), 2.44 (br, 2H), 0.99 (m, 3H) ppm. MS (ES+): m/e=387.4 (M+H);LC/Method A/2.56 min.

Example 136-[4-(5-Furan-2-yl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[4-(5-Furan-2-yl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by a similar method as described above to yield a whitesolid. NMR (500 MHz, MeOD) δ 8.45 (d, 1H), 7.92 (t, 1H), 7.86 (d, 1H),7.65 (d, 1H), 7.58 (m, 2H), 7.53 (br, 1H), 7.25 (dd, 1H), 6.75 (br, 1H),6.53 (dd, 1H), 6.44 (br, 1H) ppm. MS (ES+): m/e=425.39 (M+H); LC/MethodA/2.68 min.

Example 146-[6-Methyl-4-(5-methyl-2H-pyrazol-3-ylamino)-pyrido[3,2-d]pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[6-Methyl-4-(5-methyl-2H-pyrazol-3-ylamino)-pyrido[3,2-d]pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by a similar method as described above to yield a lightyellow solid (34.0% yield). ¹H NMR (500 mHz, DMSO-d₆) δ 11.26 (br s,1H), 10.34 (br s, 1H), 7.84 (m, 2H), 7.66 (d, 1H), 7.58 (d, 1H), 7.09(d, 1H), 6.47 (br s, 1H), 2.13 (s, 3H), 2.60 (d, 3H) ppm. MS (ES+):m/e=388.3 (M+H), 386.2 (M−H); LC/Method A/3.59 min, 100% purity by area%.

Example 156-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-methyl-pyrido[3,2-d]pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-methyl-pyrido[3,2-d]pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by a similar method as described above to yield a yellowsolid (34.3% yield). ¹H NMR (500 mHz, DMSO-d₆) δ 11.38 (br s, 1H), 10.40(br s, 1H), 7.91 (d, 1H), 7.75 (d, 2H), 7.67 (d, 1H), 7.15 (d, 1H), 6.35(br s, 1H), 1.82 (br s, 1H), 0.88 (s, 2H), 0.54 (d, 2H) ppm. MS (ES+):m/e=414.3 (M+H), 412.3 (M−H); LC/Method A/3.80 min, 100% purity by area%.

Example 166-[5-Methyl-4-(5-methyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[5-Methyl-4-(5-methyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by a similar method as described above to yield anoff-white solid (35.7% yield). ¹H NMR (500 mHz, DMSO-d₆) δ 12.47 (br s,1H), 11.43 (br s, 1H), 10.79 (br s, 1H), 9.80 (br s, 1H), 7.71 (t, 2H),7.66 (d, 1H), 7.45 (d, 1H), 7.30 (d, 1H), 7.09 (d, 1H), 6.28 (br s, 1H),2.92 (s, 3H), 2.08 (s, 3H) ppm. MS (ES+): m/e=387.3 (M+H), 385.3 (M−H);LC/Method A/3.68 min, 100% purity by area %.

Example 176-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-5-methyl-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-5-methyl-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by a similar method as described above to yield anoff-white solid (45.8% yield). ¹H NMR (500 mHz, DMSO-d₆) δ 12.55 (br s,1H), 11.43 (br s, 1H), 10.70 (br s, 1H), 9.82 (br s, 1H), 7.68 (m, 2H),7.44 (d, 2H), 7.29 (d, 1H), 7.10 (d, 1H), 6.12 (br s, 1H), 1.71 (br s,1H), 0.83 (s, 3H), 0.38 (br s, 3H) ppm. MS (ES+): m/e=413.3 (M+H), 411.3(M−H); LC/Method A/4.01 min, 100% purity by area %.

Example 18 Preparation of 6-substituted6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-piperidin-1-yl-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

Step A: 5-Fluoro-2-nitro-benzamide

To 5-Fluoro-2-nitro-benzoic acid (3 g, 16,2 mmol) in 200 mL of methylenechloride was added oxalyl chloride (2.26 g, 17.8 mmol) and a drop ofDMF. After stirring for 2 h, the solution was poured into concentratedNH₄OH. The partial solution was poured into water, extracted with Ethylacetate, dried (Na₂SO₄) and concentrated to give5-Fluoro-2-nitro-benzamide (2.61 g, 88% yield) used withoutpurification. LCMS m/e 185.1(M+H) 183.2 (M−H), HPLC tr=2,9 min (100%).

Step B: 2-Nitro-5-piperidin-1-yl-benzamide

To 5-Fluoro-2-nitro-benzamide (850 mg, 4.07 mmol) in THF (100 mL), wasadded piperdine (381 mg, 4.47 mmol) and diisopropyl ethyl amine (780 mL,4.07 mmol) and the solution was heated to 70 C in a sealed tube for 12h. The resulting yellow precipitate was collected to give2-Nitro-5-piperidin-1-yl-benzamide 948 mg (100% yield) HPLC tr=3.58 min(100%), FIA m/e 250.2(M+H) 248.8 (M−H); ¹HNMR (500 MHz, dmso): δ 7.95(1H, d), 7.85 91H, bs), 7.50 (1H, bs), 6.97 (1H, d), 6.80 (1H, s), 3.50(4H, m), 1.70–1.50 (6H, m).

Step C: 2-Amino-5-piperidin-1-yl-benzamide

To 2-Nitro-5-piperidin-1-yl-benzamide (948 mg, 4.07 mmol) in Methanol(100 mL) was added Pd/C (10%) followed by H₂ (1 ATM). After 10 h, thesolution was filtered and concentrated. Flash chromatography (0–5%methanol in methylene chloride) afforded the title compound as a whitesolid (510 mg, 51% yield). FIA m/z 220.1 (M+H) 218 (M−H)

Step D: 6-Piperidin-1-yl-1H-quinazoline-2,4-dione

2-Amino-5-piperidin-1-yl-benzamide (210 mg, 2.33 mmol) in dry dioxane(50 mL) was treated with 2N phosgene solution (1.28 mL in toluene). Theresulting orange precipitate was heated to 80 C to give after 3 h, apale yellow solid. The solution was cooled in an ice bath and theproduct was collect by filtration to give6-Piperidin-1-yl-1H-quinazoline-2,4-dione 525 mg (91% yield) HPLC tr=3.6min (85%), LCMS m/e 246.2 (M+H).

Step E: 2,4-Dichloro-6-piperidin-1-yl-quinazoline

To 6-Piperidin-1-yl-1H-quinazoline-2,4-dione (522 mg, 2.13 mmol) andtriethyl amine hydrochloride (1.2 g, 8.5 mmol) was added POCl₃ (20 mL)and the solution was heated to 120 C for 72 h. POCl₃ was removed invacuum and the resulting brown oil was quenched with ice water andtreated with saturated NaHCO3, to afford a tan solid. Filtration anddrying in vacuum gave title compound 550 mg (91% yield). HPLC tr=8.56min (100%), FIA m/z 282.1 (M+H), HNMR (500 MHz, dmso): δ 8.05–8.00 (1H,d), 7.85–7.80 (1H, d), 7.20 (1H s), 5.50–4.40 (4H, m), 1.70–1.60 (6H,m).

Step F:(2-Chloro-6-piperidin-1-yl-quinazolin-4-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine

To 2,4-Dichloro-6-piperidin-1-yl-quinazoline (100 mg, 0.365 mmol), inethanol (5 omL) was added 5-Cyclopropyl-2H-pyrazol-3-ylamine (88 mg 0.71mmol). The additional resulted in the formation of a white precipitate.The partial solution was stirred for 10 hr and(2-Chloro-6-piperidin-1-yl-quinazolin-4-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-aminewas colleted by filtration to give 80 mg (61% yield). HPLC tr=4.90 min(100%), LCMS m/e 369.31 (M+H), 367.28 (M−H) tr=3.41 min, HNMR (500 MHz,dmso): □12.30–12.25 (1H, bs), 10.67 (1H, s), 7.80–7.85 (1H, s), 7.6591H, d), 7.50 (1H, d), 6.50 (1H, bs), 3.40 (4H, m0, 2.90 (1H, m),1.70–1.55 (6H, m), 0.95 (2H, m), 0.70 (2H, m).

Step G:6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-piperidin-1-yl-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

To(2-Chloro-6-piperidin-1-yl-quinazolin-4-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine(80 mg, 0.217 mmol) in NMP (1 mL) was added6-Amino-3-oxo-2,3-dihydro-indazole-1-carboxylic acid tert-butyl ester(65 mg, 0.26 mmol) and heated to 90° C. for 12 hr in a sealed tube.Solution was poured into sat. NaHCO₃, resulting in a brown solid. Thedried solid was taken up in 5 ml of methylene chloride and treated with5 mL of TFA for 6 hr. The reaction was evaporated and the title compoundwas isolated by preparative HPLC to give a yellow solid (47,5 mg). HNMR(500 MHz, dmso); δ11.45 (1H, bs), 10.45 (1H, bs), 8.0 (1H, s), 7.70 (1h,m), 7.6 (1H, m), 7.5 (1H, m), 7.4 (1H, s), 7.1 (1H, m), 6.25 (1H, bs),3.3 (4H, bs), 2.80–2.55 (7H, m), 0.80 (2H, m), 0.40 (2H, m); HPLCt^(r)=3.51 min (10% to 90% MeCN over 8 min, total time 12 min, 3×150 mmC18 column) FIA m/e 482.5 (M+H), 480.2 (M−H).

Example 196-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-5-phenyl-pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-one

Step A: 2,4-Dimethoxy-5-phenyl-pyrimidine

To 2,4-Dimethoxypyrimidine-5-boronic acid (200 mg, 10.6 mmol),Iodobenzene (326 mg, 1.60 mmol) and K₃PO₄ (900 mg, 4.24 mmol) in DMSO (5mL, purged with Ar) was added 1,1′bis(diphenylphosphino)ferrocenepalladium chloride, complex with dichloromethane (12 mg) and thereaction solution was heated to 60 C in a sealed tube. The solution washeated for 2 h, stirred at room temperature for 10 hr and filteredthrough celite. The solution was poured into sat. NaHCO₃ to give a graysolid. This material was collected, dissolved in ethyl acetate, dried(Na₂SO₄). Flash chromatography 0 to 2% methanol in dichloromethane gave2,4-Dimethoxy-5-phenyl-pyrimidine (171 mg, 75% yield). HPLC tr=5.62 min(83%), FIA m/e 217.2 (M+H), HNMR (500 MHz, CDCl₃); δ8.25 (1H, s),7.45–7.29 (5H, m), 4.00 (3H, s), 3.98 (3H, s).

Step B: 5-Phenyl-1H-pyrimidine-2,4-dione

2,4-Dimethoxy-5-phenyl-pyrimidine was suspended in 6N HCl and heated to100 C for 24 h. Solution was cooled in an ice bath to afford titlecompound as a white solid 119 mg (80% yield). HNMR (500 MHz, dmso);δ11.25 (1H, s), 11.15 (1H, d), 7.65 (1H, d), 7.55 (2H, d), 7.35 (2H, m),7.25 (1H, t).

Step C: 2,4-Dichloro-5-phenyl-pyrimidine

To 5-Phenyl-1H-pyrimidine-2,4-dione (110 mg, 0.585 mmol) and triethylamine hydrochloride (317 mg, 2.3 mmol) was added POCl₃ (15 mL) and thesolution was heated to 120 C for 72 h. POCl₃ was removed in vacuum andthe resulting brown oil was quenched with ice water and treated withsaturated NaHCO₃, extracted with ethyl acetate, washed with brine, dried(Na₂SO₄) to give 2,4-Dichloro-5-phenyl-pyrimidine 131 mg (100% yield).HPLC tr=7.09 min (100%), FIA-MS 224.9 (M+H), HNMR (500 MHz, CDCl₃) δ8.49(1H, s), 7.45 (3H, m), 7.35 (2H, m).

Step D:(2-Chloro-5-phenyl-pyrimidin-4-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine

To 2,4-Dichloro-5-phenyl-pyrimidine (187 mg, 0.83 mmol) and trethylamine(255 μL, 1.83 mmol) in ethanol (25 mL) was added5-Cyclopropyl-2H-pyrazol-3-ylamine (142 mg, 1.16 mmol) and the solutionwas heated to 80 C for 14 h. The solvent was removed in vacuum, and thetitle compound was obtained by flash chromatography (0–2% methanol indichloromethane) to give: 150 mg (60% yield). HPLC tr=6.68 min (87%),LCMS m/e 312.1 (M+H), 310.0 (M−H).

Step E:6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-5-phenyl-pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-one

To((2-Chloro-5-phenyl-pyrimidin-4-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine(75 mg, 0.241 mmol), was added6-Amino-3-oxo-2,3-dihydro-indazole-1-carboxylic acid tert-butyl ester(180 mg, 0.72 mmol) in n-butanol and the solution was heated to 95° C.in a sealed tube. After 12 hr, the solution was concentrated and thetitle compound was isolated by preparative HPLC as a white solid (5.2mg, 5% yield) HNMR (500 MHz, MeOH d-6). □17.82–7.80 (2H, m), 7.59–7.50(6H, m), 7.19–7.17 (1H, m), 6.08 (1H, s), 2.65 (1H, m), 0.91–0.89 (2H,m), 0.45 (2H, m); LCMS m/e: 1.9 min, 425.1 (M+H), 423.1 (M−H).

Example 20 Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-5-thiophen-2-yl-pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-5-thiophen-2-yl-pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared in a similar manner as shown in Scheme XI to afford a whitesolid (12.6% yield). H-NMR(DMSO-d6, 500 mHz) δ 11.14(s, 1H), 10.08(s,1H), 8.93(s, 1H), 8.07(s, 1H), 7.73(d, 2H), 7.58(d, 1H), 7.30(m, 1H),7.23(m, 1H), 7.13(d, 1H), 6.15(s, 1H), 1.81(m, 1H), 0.86(m, 2H), 0.56(m,2H). MS (ES+): m/e=431.1 (M+H), 429.0 (M−H); LC/Method A/3.739 min,93.6% purity by area %.

Example 21 Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-substituted-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one:

Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-phenyl-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

Step A: 6-Iodo-quinazoline-2,4-diol

To a solution of commercially available 2-amino-5-iodobenzoic acid (1 g,3.80 mmol) in water (5 mL) and 2N aqueous sodium hydroxide (1.9 mL, 3.80mmol), was added sodium cyanate (272 mg, 4.18 mmol). The reactionmixture was then diluted with dioxane (3 mL). The reaction mixture wasmaintained at approximate pH 6–7 over the course of 3 hours, by theaddition of acetic acid (228 μl). The mixture was stirred at roomtemperature for 18 hours then cooled to 0 C. The pH of the reaction wasadjusted to 13–14 with the addition of 6N aqueous sodium hydroxide (1mL), then the mixture was heated at 55 C for 3.5 hours. The reactionmixture was cooled to 0 C and the precipitate was collected, washed withwater, then dried by lyophilization to give 6-iodo-quinazoline-2,4-diolas a lavender solid, (849 mg, 78%). HNMR (500 MHz, DMSO) δ6.72 (d, 1H),7.53 (d, 1H), 7.95 (s, 1H), LCMS m/e 286.98 (M+H).

Step B: 2,4-Dichloro-6-iodo-quinazoline

To a suspension of 6-iodo-quinazoline-2,4-diol sodium salt (849 mg, 2.74mmol) in phosphorus oxychloride (20 mL), was added triethylaminehydrochloride (1.70 g, 12.32 mmol). The reaction mixture was heated at100 C for 16 hours, then concentrated in vacuum. Ice chips were added tothe remaining residue, which was diluted with dichloromethane, washedwith water and saturated aqueous sodium bicarbonate, then dried overmagnesium sulfate to give 2,4-dichloro-6-iodo-quinazoline as anoff-white solid (799 mg, 90%). HNMR (500 MHz, DMSO) δ7.82 (d, 1H), 8.45(d, 1H), 8.63 (s, 1H). LCMS (ES+) m/e 324.8 (M+H).

Step C:(2-Chloro-6-iodo-quinazolin-4-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine

To a suspension of 2,4-Dichloro-6-iodo-quinazoline (3.14 g, 9.66 mmol)in ethanol (200 mL) was added 5-Cyclopropyl-2H-pyrazol-3-ylamine (2,14g, 19.3 mmol) in ethanol (50 mL) and the partial solution was stirredfor 4 h. Filtration afforded(2-Chloro-6-iodo-quinazolin-4-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine(3.21 g, 81% yield). HNMR (500 MHz, dmso) δ 12.39 (1H, bs), 10.97 (1H,s), 9.15 (1H, s), 8.13 (1H, d), 7.45 (1H, d0, 1.99–1.90 91H, m),0.99–0.90 (2H, m), 0.80–0.70 (2H, m).

Step D:6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-iodo-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

To(2-Chloro-6-iodo-quinazolin-4-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine(208 mg, 0.606 mmol) in NMP (1 mL) was added6-Amino-3-oxo-2,3-dihydro-indazole-1-carboxylic acid tert-butyl ester(252 mg, 1.01 mmol) and THF (3 mL) and the solution was heated to 100 Cin a sealed tube. After 4 h, the solution was poured into sat. NaHCO3,and extracted with ethyl acetate, dried (Na2SO4) and concentrated invacuum to give the title compound as a white solid (300 mg, 95% yield).LCMS m/e: 625.2 (M+H), 623.2 (M−H).

Step E:[2-Chloro-6-(2-chloro-phenyl)-quinazolin-4-yl]-(5-cyclopropyl-2H-pyrazol-3-yl)-amine

To(2-Chloro-6-iodo-quinazolin-4-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine(100 mg, 0.243 mmol) and 2-chlorophenyl boronic acid (57 mg, 0.364 mmol)in DMSO (5 mL, purged with Ar) was added 1.5M potassium phenolatesolution (648 μL, 0.97 mmol) and 1,1′bis(diphenylphosphino)ferrocenepalladium chloride, complex with dichloromethane (27 mg) and thesolution was heated to 60 C in a sealed tube. After 1 hr, solution waspoured into sat. NaHCO₃ resulting in a yellow solid that was colleted byfiltration. Flash chromatography (1–4% methanol in dichloromethane) togive: 73 mg (63% yield). LCMS m/e: 396.2 (M+H), 394.2 (M−H)

HNMR (500 MHz, dmso) δ 12.30 (1H, bs), 11.95 (1H, s), 8.80 (1H, s), 7.95(1H, d), 7.75 (1H, d), 7.65 (1H, m), 7.59 (1H, m), 7.50–7.45 (2H, m),6.50 (1 h, bs), 1.90 (1H, cm, 0.95 (2H, m), 0.75 (2H, m).

Step F:6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-phenyl-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

To6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-iodo-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one(300 mg, 0.48 mmol), and phenyl boronic acid (88 mg, 0.72 mmol) in DMSOand 1.5 M potassium phenolate (2.6 mL) was added PdCl₂ (dppf)₂ (175 mg)and the solution was heated to 100° C. in a sealed tube. After 12 hr,the solution was diluted with water, extracted with ethyl acetate, dried(Na₂SO₄) and concentrated. The title compound was isolated bypreparative HPLC as a white solid (0.82 mg). HPLC t_(r)=5.14 min (10% to90% MeCN over 8 min, total time 12 min, 3×150 mm C18 column) FIA m/e475.55 (M+H), 473.55 (M−H).

6-[6-(2-Chloro-phenyl)-4-(5-cyclopropyl-2H-pyrazol-3-ylamino)-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one

To[2-Chloro-6-(2-chloro-phenyl)-quinazolin-4-yl]-(5-cyclopropyl-2H-pyrazol-3-yl)-amine(70 mg, 0.35 mmol) in NMP (3 mL) was added6-Amino-3-oxo-2,3-dihydro-indazole-1-carboxylic acid tert-butyl ester(88 mg, 0.35 mmol) and the solution was heated to 120 C in a sealedtube. After 12 h, the solution was heated to 130 C for additional 2 h.The cooled solution was directly purified by preparative HPLC to give apale yellow solid 2.4 mg, 2.7% yield). HPLC t_(r)=4.92 min (10% to 90%MeCN over 8 min, total time 12 min, 3×150 mm C18 column) LCMS m/e 509.28(M+H), 507.17 (M−H), t_(r)=2.50 min (10% to 90% MeCN).

Example 226-[4-(5-Isopropyl-2H-pyrazol-3-ylamino)-6-phenyl-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one.

6-[4-(5-Isopropyl-2H-pyrazol-3-ylamino)-6-phenyl-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by a similar method as described above to yield a whitesolid NMR (500 MHz, MeOD) δ 8.62 (s, 1H), 8.10 (d, 1H), 7.71 (m, 3H),7.60 (d, 1H), 7.42–7.31 (m, 4H), 7.12 (d, 1H), 6.18 (br, 1H), 2.77 (m,br, 1H), 1.04 (d, 6H) ppm. MS (ES+): m/e=477.3 (M+H); LC/Method A/3.12min.

Example 23 Preparation of6-[4-(5-Ethyl-2H-pyrazol-3-ylamino)-6-phenyl-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-one:

6-[4-(5-Ethyl-2H-pyrazol-3-ylamino)-6-phenyl-quinazolin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by a similar method as described above to yield apale-yellow solid NMR (500 MHz, MeOD) δ 8.63 (s, 1H), 8.11 (d, 1H), 7.71(m, 3H), 7.60 (d, 1H), 7.42 (m, 3H), 7.34 (t, 1H), 7.12 (d, 1H), 6.22(br, 1H), 2.45 (q, 2H), 1.00 (t, 3H) ppm. MS (ES+): m/e=463.3 (M+H);LC/Method A/3.05 min.

Example 24 Preparation of6-[4-(2-Chloro-phenyl)-6-(5-cyclopropyl-2H-pyrazol-3-ylamino)-pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-one

Step A: 6-(2-Chloro-phenyl)-1H-pyrimidine-2,4-dione

Methyl 2-chlorobenzoyl acetate (1 g, 4.7 mmol) and urea (0.282 g, 4.7mmol) were taken into a sealed tube and heated at 125 C for 20 hours.The reaction was cooled to room temperature and ethanol was added to thereaction mixture. The solid was filtered to afford 0.14 g of the desiredproduct. HPLC (Rt 3.336 mins., 95% purity). MS (ES+): m/e 221.1 (M−H);223.1 (M+H)

Step B: 2,4-Dichloro-6-(2-chloro-phenyl)-pyrimidine

6-(2-Chloro-phenyl)-1H-pyrimidine-2,4-dione (200 mg, 0.9 mmol) was takeninto 5 ml of POCl₃. Triethylamine hydrochloride (495 mg) was added tothe mixture and heated at 100 C for 18 hours. The mixture was coiled andevaporated in vacuo to afford a white solid. The solid was suspended inice water and was carefully basified with saturated sodium bicarbonate.A precipitate was collected by vacuum filtration and dried overnight toafford 183 mg (73% yield) of the desired product. HPLC Rt 8.006 mins(100% purity); MS (ES+) m/e 261.0 (M+H)

Step C:[2-Chloro-6-(2-chloro-phenyl)-pyrimidin-4-yl]-(5-cyclopropyl-1H-pyrazol-3-yl)-amine

2,4-Dichloro-6-(2-chloro-phenyl)-pyrimidine (180 mg, 0.694 mmol) and5-cyclopropyl-1H-pyrazol-3-ylamine (128 mg, 1.04 mmol) was taken into 3ml of ethanol. The reaction was stirred at room temperature for 4 days.The reaction was evaporated in vacuo and the crude product purified byflash chromatography (SiO2) eluting with ethyl acetate/hexane (1:1) toafford 93 mg of the desired product. HPLC (C18 column) Rt 6.23 mins.; MSm/z 346.1 (M+H) 344.1 (M−H)

Step D:6-[4-(2-Chloro-phenyl)-6-(5-cyclopropyl-2H-pyrazol-3-ylamino)-pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared in a similar manner as described above to afford a whitesolid (32.1% yield). H-NMR(DMSO-d6) δ 11.16(br s, 1H), 9.76(br, s, 1H),7.68(br s, 1H), 7.57(m, 2H), 7.46(m, 4H), 7.12(d, 1H), 6.54(br s, 1H),6.04(br s,1H), 1.74(s,1H), 0.80(d, 2H), 0.49(s, 2H). MS (ES+): m/e=459.2(M+H), 457.2 (M−H); LC/Method A/3.574 min, 100% purity by area %.

Example 25 Preparation of6-[6-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-2-substituted-pyrimidin-4-ylamino]-1,2-dihydro-indazol-3-one

6-[6-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-2-methylsulfanyl-pyrimidin-4-ylamino]-1,2-dihydro-indazol-3-onewas prepared as depicted generally above in Scheme XIV to yield a whitesolid. NMR (500 MHz, DMSO-d6) δ 10.88 (br, 1H), 9.43 (s, 1H), 9.39 (s,1H), 7.86 (s, 1H), 7.46 (d, 1H), 7.00 (dd, 1H), 6.45 (br, 1H), 5.84 (br,1H), 2.52 (s, 3H, covered by DMSO), 1.87 (m, 1H), 0.92 (m, 2H), 0.66 (m,2H) ppm. MS (ES+): m/e=395.1 (M+H); LC/Method A/2.71 min.

6-[6-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-pyrimidin-4-ylamino]-1,2-dihydro-indazol-3-onewas prepared as described generally above in Scheme XIV to yield a whitesolid NMR (500 MHz, DMSO-d6) δ 11.9 (br, 1H), 10.75 (br, 1H), 10.45 (br,1H), 9.41 (s, 1H), 9.32 (s, 1H), 8.26 (s, 1H), 7.94 (s, 1H), 7.45 (d,1H), 7.01 (d, 1H), 6.75 (br, 1H), 5.81 (br, 1H), 1.87 (m, 1H), 0.92 (m,2H), 0.66 (m, 2H) ppm. MS (ES+): m/e=349.1 (M+H); LC/Method A/2.45 min.

6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-methyl-pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared as generally described above in Scheme XIV to yield a whitesolid NMR (500 MHz, MeOD) δ 7.82 (d, 1H), 7.58 (s, br, 1H), 7.24 (d,1H), 6.33 (s, br, 1H), 5.98 (s, 1H), 2.48 (s, 3H), 1.83 (m, br, 1H),0.95 (m, br, 2H), 0.48 (m, br, 2H) ppm. MS (ES+): m/e=363.1 (M+H);LC/Method A/2.44 min.

6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-phenoxy-pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared according to the general procedure described in Scheme XIVto yield an off-white solid (4.13% yield). H-NMR(DMSO-d6, 500 mHz) δ10.5 (s br, 1H), 9.91(s, 1H), 7.87(s br, 1H), 7.50(m, 3H), 7.31(m, 3H),7.06(d, 1H), 6.30(s, 1H), 5.96(s, 1H), 1.87(m, 1H), 0.86(m, 2H), 0.64(m,2H). MS (ES+): m/e=441.1 (M+H), 439.1 (M−H); LC/Method A/4.647 min,96.6% purity by area %.

Example 26 Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-phenyl-[1,3,5]triazin-2-ylamino]-1,2-dihydro-indazol-3-one

Step A:(4-Chloro-6-phenyl-[1,3,5]triazin-2-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine

A solution of 5-cyclopropyl-2H-pyrazol-3-ylamine (172 mg, 1.4 mmol) in 5ml of THF was added dropwise to a solution of2,4-dichloro-6-phenyl-[1,3,5]triazine (452 mg, 2 mmol) (ref: WO 0125220,p.190) and diisopropylethylamine (0.35 ml, 2 mmol) in 15 ml of THF atroom temperature then stirred for 18 hours. The reaction was filteredand the filtrate evaporated in vacuo and the residue purified by flashchromatography (SiO₂) eluting with 8:2 dichloromethane: ethyl acetate toafford 233 mg of the desired product. HPLC: Rt 6.803 mins. MS: m/z 313.0(M+H)

Step B:6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-phenyl-[1,3,5]triazin-2-ylamino]-1,2-dihydro-indazol-3-one.

To a sealed tube was added(4-Chloro-6-phenyl-[1,3,5]triazin-2-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine(50 mg, 0.16 mmol) and 6-amino-3-oxo-2,3-dihydro-indazole-1-carboxylicacid tert-butyl ester (80 mg, 0.32 mmol) in 1 ml of n-butanol. Thecontents were heated to 85° C. for 3 hours. The reaction wasconcentrated in vacuo to give a white solid that was dissolved in 3 mlof dichloromethane and 1 ml of trifluoro acetic acid and stirred for 5hours at room temperature. The reaction concentrated and the cruderesidue purified by prep HPLC to afford 34 mg of the desired product asa light yellow solid (39.4% yield). ¹H-NMR(DMSO-d⁶, 500 mHz) δ 10.95 (m,1H), 10.30 (m, 1H), 9.91 (s, 1H), 8.32 (m, 2H), 8.04 (m,1H), 7.49(m,4H), 7.25 (m, 1H), 6.14 (s br, 1H), 1.85 (s, 1H), 0.87 (s, 2H), 0.67(s, 2H).

MS (ES+): m/e=426.1 (M+H), 424.1 (M−H); LC/Method A/4.723 min, 100%purity by area %.

6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-methyl-[1,3,5]triazin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared as described generally in Scheme XV to yield a white solid(26.2% yield). H-NMR (DMSO-d6, 500 mHz) δ 11.25 (s, 1H), 10.60 (s br,1H), 7.85 (m, 1H), 7.62 (d, 1H), 7.31 (m, 1H), 6.14 (s, 1H), 2.42 (s,3H), 1.92 (m, 1H), 0.95 (s, 2H), 0.66 (m, 2H). MS (ES+): m/e=364.2(M+H), 362.1 (M−H); LC/Method A/3.111 min, 98.0% purity by area %.

Example 27 Preparation of6-[4-Chloro-6-(5-cyclopropyl-2H-pyrazol-3-ylamino)-[1,3,5]triazin-2-ylamino]-1,2-dihydro-indazol-3-one

Step 1:(5-Cyclopropyl-2H-pyrazol-3-yl)-(4,6-dichloro-[1,3,5]triazin-2-yl)-amine

A solution of 5-Cyclopropyl-2H-pyrazol-3-ylamine(334 mg, 2.71 mmol) in 2ml of THF was added dropwise to a solution of2,4,6-Trichloro-[1,3,5]triazine (500 mg, 2.71 mmol) in 5 ml of THF atroom temperature. After 1 hour, the precipitate was collected to afford370 mg (50.4% yield) of the desired product.

Step 2:6-[4-Chloro-6-(5-cyclopropyl-2H-pyrazol-3-ylamino)-[1,3,5]triazin-2-ylamino]-1,2-dihydro-indazol-3-one

6-Amino-3-oxo-2,3-dihydro-indazole-1-carboxylic acid tert-butyl ester(69 mg, 0.277 mmol) and(5-Cyclopropyl-2H-pyrazol-3-yl)-(4,6-dichloro-[1,3,5]triazin-2-yl)-amine(50 mg, 0.184 mmol) were taken into 1 ml of n-butanol and stirred atroom temperature for 2 hours. The solvent was evaporated in vacuo andthe resulting white solid residue dissolved in dichloromethane-trifluoroacetic acid (1:1 mixture, 2 ml. After 3 hours, the solvent wasevaporated in vacuo and the crude product purified by prep HPLC toafford 15 mg of the desired product as a white solid (16.4% yield).H-NMR(DMSO-d6, 500 mHz) δ 11.11(m, 1H), 10.41(s, 1H), 10.29(s, 1H),7.11–7.82(m, 3H), 6.04(s, 1H), 1.84(m, 1H), 0.89(m, 2H), 0.60(m, 2H). MS(ES+): m/e=384.0 (M+H), 382.0 (M−H); LC/Method A/3.891 min, 98.0% purityby area %.

Example 28 Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-methoxy-[1,3,5]triazin-2-ylamino]-1,2-dihydro-indazol-3-one

(6-[4-Chloro-6-(5-cyclopropyl-2H-pyrazol-3-ylamino)-[1,3,5]triazin-2-ylamino]-1,2-dihydro-indazol-3-one(70 mg, 0.14 mmol) was dissolved in 6 ml of 0.5 M solution of sodiummethoxide in methanol and stirred at room temperature for 3 hours. Thereaction was neutralized to pH 6–7 with 0.5 N hydrogen chloride. Thecloudy solution was concentrated in vacuo. The resulting yellow solidwas suspended in water, filtered, then purified by prep HPLC to afford7.5 mg of the desired product as a white solid (10.8% yield).H-NMR(DMSO-d6, 500 mHz) δ 10.96(s br, 1H), 9.76(s br, 1H), 7.90(s br,1H), 7.44(d, 1H), 7.18(m, 1H), 6.02(s br, 1H) 3.85(s, 3H), 1.80(s br,1H), 0.84(m, 2H), 0.61(s br, 2H). MS (ES+): m/e=380.1 (M+H), 378.1(M−H); LC/Method A/3.543 min, 90.0% purity by area %.

Example 29 Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-dimethylamino-[1,3,5]triazin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[4-Chloro-6-(5-cyclopropyl-2H-pyrazol-3-ylamino)-[1,3,5]triazin-2-ylamino]-1,2-dihydro-indazol-3-one(60 mg, 0.121 mmol) was dissolved in 5 ml of a 2 M solution ofdimethylamine in THF and stirred at room temperature for 2 hours. Thereaction was concentrated in vacuo and purified on prep HPLC to afford38 mg (62% yield) of the desired product as a white solid (62.2% yield).H-NMR(DMSO-d6, 500 mHz) δ 11.20(s, 1H), 10.48(s br, 1H), 10.08(s, 1H),7.92(s, 1H), 7.55(d, 1H), 7.13(s, 1H), 5.93(s, 1H), 3.20(d, 6H), 1.92(m,1H), 0.96(m, 2H), 0.72(m, 2H). MS (ES+): m/e=393.2 (M+H), 391.2 (M−H);LC/Method A/3.835 min, 98.0% purity by area %.

Example 30 Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-dimethylamino-[1,3,5]triazin-2-ylamino]1,2-dihydro-indazol-3-one

6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-6-dimethylamino-[1,3,5]triazin-2-ylamino]1,2-dihydro-indazol-3-onewas prepared according to the general procedures described above toyield an off-white solid (32.8% yield). H-NMR(DMSO-d6, 500 mHz) δ11.02(s br, 1H), 10.15(s br, 1H), 9,97(s br, 1H), 8,38(s, 1H), 7.88(sbr, 1H), 7.53(d, 1H), 7.25(s br, 1H), 6.13(s, 1H), 1.86(s br, 1H),0.89(m, 2H), 0.66(s br, 2H). MS (ES+): m/e=350.1 (M+H), 348.0 (M−H);LC/Method A/3.041 min, 100% purity by area %.

Example 31 Preparation of6-[5-Amino-6-(5-cyclopropyl-2H-pyrazol-3-ylamino)-pyrimidin-4-ylamino]-1,2-dihydro-indazol-3-one

(6-Chloro-5-nitro-pyrimidin-4-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine

To a solution of 4,6-dichloro-5-nitro-pyrimidine (100 mg, 0.52 mmol) inanhydrous THF (2 mL) was added aminopyrazole (76 mg, 0.62 mmol). Thesolution was stirred at RT for 2 hrs and was filtered via short silicagel column. The filtrate that contained product and the unreactedstarting pyrrimidine was concentrated under vacuum. The resultingresidue was used directly without further purification.

NMR (500 MHz, DMSO-d6) δ 12.4 (br s, 1H), 10.45 (s, 1H), 8.55 (s, 1H),6.23 (s, 1H), 1.90 (m, 1H), 0.95 (m, 2H), 0.70 (m, 2H) ppm. MS (ES+):m/e=281.1 (M+H); LC/Method A/3.05 min.

6-[5-Amino-6-(5-cyclopropyl-2H-pyrazol-3-ylamino)-pyrimidin-4-ylamino]-1,2-dihydro-indazol-3-one

To a solution of(6-chloro-5-nitro-pyrimidin-4-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine(50 mg, 0.18 mmol) in anhydrous THF (2 mL) was added6-amino-3-oxo-2,3-dihydro-indazole-1-carboxylic acid tert-butyl ester(67 mg, 0.27 mmol) and diisopropylethylamine (23 mg, 0.18 mmol). Themixture was stirred at RT for 14 hrs and the solvents were removed undervacuum. The residue was dissolved in CH₂Cl₂ (3 mL) and treated with TFA(2 mL) at RT for 2 hrs. After removal of the solvents via evaporation,the residue was reduced by hydrogen (50 psi) in MeOH (10 mL) in thepresence of Pd/C (10%, 50 mg) for 3 hrs. The solution was filtered viacelite, the filtrate was evaporated under vacuum, and the residue waspurified by HPLC to give the desired product as white solid (22 mg). NMR(500 MHz, DMSO-d6) δ11.16 (br, 1H), 9.92 (br, 1H), 8.98 (s, 1H), 8.27(s, 1H), 7.67 (s, 1H), 7.55 (d, 1H), 7.08 (d, 1H), 5.95 (s, 1H), 2.00(m, 1H), 1.06 (m, 2H), 0.81 (m, 2H) ppm. MS (ES+): m/e=364.3 (M+H);LC/Method A/2.45 min.

Example 32 Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-5-phenylamino-pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-one

Preparation of2-Chloro-N⁴-(5-cyclopropyl-1H-pyrazol-3-yl)-N⁵-phenyl-pyrimidine-4,5-diamine

Preparation of 5-phenylamino-1H-pyrimidine-2,4-dione A mixture of5-bromo-uracil (2.82 g, 14.8 mmol), aniline (4.70 mL. 51.7 mmol) andhydroquinone (100 mg) in ethylene glycol was heated to 200° C. for 2 h,then cooled. The precipitate was filtered off and washed with water andacetone to provide 5-phenylamino-1H-pyrimidine-2,4-dione (1.65 g, 55%yield) as an off-white solid. ¹H-NMR (500 MHz, dmso-d₆) δ 11.3 (s, 1H),10.6 (s, 1H), 7.31 (d, 1H), 7.10 (t, 2H), 6.92 (s, 1H), 6.72 (d, 2H),6.65 (t, 1H) ppm; MS (FIA) 202.1 (M−H); HPLC (method A) 2.246 min.

Preparation of (2,4-dichloro-pyrimidin-5-yl)-phenyl-amine

A mixture of 5-phenylamino-1H-pyrimidine-2,4-dione (0.25 g, 1.23 mmol)in phosphorous oxychloride (5 mL) was heated at 80° C. for 4 h, and roomtemperature for 20 h. Triethylamine hydrochloride (0.50 g, 3.69 mmol)was added and the reaction was stirred 6d at 80° C. and 6d at roomtemperature. Phosphorous oxychloride was evaporated (azeotroping withtoluene), then the residue was cooled to 0° C. and diluted with ethylacetate. Excess reagent was carefully quenched with ice-chips, then themixture was washed with sodium bicarbonate and brine, was dried (sodiumsulfate) and was evaporated. Purification by flash chromatography (SiO₂)eluted with 1:9 ethyl acetate:hexanes provided(2,4-dichloro-pyrimidin-5-yl)-phenyl-amine (0.20 g, 67% yield) as ayellow oil. ¹H-NMR (500 MHz, CDCl₃) □ 8.33(s, 1H), 7.36 (t, 2H), 7.12(m, 3H), 5.93 (s, 1H) ppm; MS (FIA) 335.9/337.9 (M+H); HPLC (method A)3.554 min.

Preparation of2-Chloro-N⁴-(5-cyclopropyl-1H-pyrazol-3-yl)-N⁵-phenyl-pyrimidine-4,5-diamine(2,4-Dichloro-pyrimidin-5-yl)-phenyl-amine(0.22 g, 0.93 mmol), 5-cyclopropyl-1H-pyrazol-3-ylamine (0.14 g, 1.02mmol) and di-iso-propylethylamine(0.33 mL, 1.87 mmol) in ethanol (4 mL)were combined in a sealed tube and heated at 85° C. for 42 h. Aftercooling, solvent was evaporated and the residue was purified by flashchromatography (SiO2) eluted with 1:1 ethyl acetate:hexanes to provide(0.15 g, 49% yield, 77% yield based on recovered starting material) as awhite solid. ¹H-NMR (500 MHz, dmso-d₆)□ 10.2 (s, 1H), 9.26 (s, 1H), 8.07(s, 1H), 7.53 (s, 1H), 7.23 (t, 2H), 6.90 (d, 2H), 6.84 (t, 1H), 6.39(s, 1H), 1.92 (m, 1H), 0.94 (m, 2H), 0.70 (m, 2H) ppm; MS (FIA) 327.1(M+H); HPLC (method A) 3.240 min.

Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-5-phenylamino-pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-one.

Yellow solid (41.7% yield). H-NMR (DMSO-d6) δ 11.33 (br s, 1H), 10.28(br s, 1H), 9.85 (br s, 1H), 7.90 (s, 1H), 7.64 (d, 1H), 7.57 (s, 1H),7.32 (s, 1H), 7.20 (t, 2H), 7.09 (d, 1H), 6.79 (m, 4H), 6.16 (s, 1H),1.73 (m, 1H), 0.82 (d, 2H), 0.46 (s, 2H). MS (ES+): m/e=440.3 (M+H),438.3 (M−H); LC/Method A/3.426 min, 100% purity by area %.

Example 33 Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-5-morpholin-4-yl-pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-one

Preparation of(2-chloro-5-morpholino-4-yl-pyrimidin-4-yl)-(5-cyclopropyl-1H-pyrazol-3-yl)-amine

Preparation of 5-morpholino-4-yl-1H-pyrimidine-2,4-dione

To morpholine (4.80 mL, 55 mmol) stirring at 130° C. was added5-bromo-uracil (3.02 g, 15.7 mmol). The mixture was stirred 15 min, thencooled. The solid was suspended in methanol and filtered, washing withmethanol to provide 5-morpholino-4-yl-1H-pyrimidine-2,4-dione (2.98 g,96% yield) as a white solid. ¹H-NMR (500 MHz, dmso-d₅) δ 11.1 (s, 1H),10.5 (s, 1H), 6.75 (s, 1H), 3.65 (m, 4H), 2.80 (m, 4H) ppm.

Preparation of 4-(2,4-dichloro-pyrimidin-5-yl)-morpholine

A mixture of 5-morpholino-4-yl-1H-pyrimidine-2,4-dione (2.98 g, 15.1mmol) and triethylamine hydrochloride (6.24 g, 45.3 mmol) in phosphorousoxychloride (35 mL) was stirred at 80° C. for 4 d, then at reflux for 3h. The solvent was evaporated, azeotroping with toluene. The residue wasdiluted with ethyl acetate, cooled to 0° C., carefully quenched with icechips, washed with sodium bicarbonate and brine, dried (sodium sulfate)and evaporated. Purification by flash chromatography (SiO₂) eluted with1:3 ethyl acetate:hexanes provided4-(2,4-dichloro-pyrimidin-5-yl)-morpholine (3.18 g, 90% yield) as awhite solid. ¹H-NMR (500 MHz, CDCl₃) δ 8.25 (s, 1H), 3.90 (m, 4H), 3.20(m, 4H) ppm; MS (FIA) 234.0/236.0 (M+H); HPLC (method A) 2.930 min.

Preparation of(2-chloro-5-morpholino-4-yl-pyrimidin-4-yl)-(5-cyclopropyl-1H-pyrazol-3-yl)-amine

4-(2,4-dichloro-pyrimidin-5-yl)-morpholine (0.75 g, 3.2 mmol),5-cyclopropyl-1H-pyrazol-3-ylamine (0.47 g, 3.52 mmol) and triethylamine(0.90 mL, 6.41 mmol) in ethanol (10 mL) were refluxed for 4 d. Aftercooling, solvent was evaporated and the residue was purified by flashchromatography (SiO₂) eluted with 3:97 methanol:dichloromethane toprovide2-chloro-5-morpholino-4-yl-pyrimidin-4-yl)-(5-cyclopropyl-1H-pyrazol-3-yl)-amine(0.63g, 61% yield).

¹H-NMR (500 MHz, dmso-d₆) δ 12.2 (s, 1H), 8.75 (s, 1H), 8.05 (s, 1H),6.25 (s, 1H), 3.80 (m, 4H), 2.85 (m, 4H), 1.90 (m, 1H), 0.95 (m, 2H),0.70 (m, 2H) ppm; MS (FIA) 321.1 (M+H), 319.2 (M−H); HPLC (method A)2.888 min.

Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-5-morpholin-4-yl-pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-one

Off-white solid (23.8% yield). H-NMR (DMSO-d6) δ 11.36 (s br, 1H), 10.48(s, 1H), 9.64 (s, 1H), 7.93 (s, 1H), 7.62 (d, 1H), 7.46 (s, 1H), 7.08(d, 1H), 6.09 (s, 1H), 3.80 (m, 4H), 2.83 (m, 4H), 1.78 (m, 1H), 0.85(m, 2H), 0.45 (m, 2H). MS (ES+): m/e=434.3 (M+H), 432.3 (M−H); LC/MethodA/3.135 min, 100% purity by area %.

Example 34 Preparation of6-[6-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-5-nitro-pyridin-2-ylamino]-1,2-dihydro-indazol-3-one

Step 1:(6-Chloro-3-nitro-pyridin-2-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amine

A solution of 5-cyclopropyl-2H-pyrazol-3-ylamine (638 mg, 5.18 mmol) in6 ml of acetonitrile was added dropwise over 10 minutes to a cooled (0C) mixture of 2,6-dichloro-3-nitro-pyridine (1.0 g, 5.18 mmol) andpotassium carbonate (860 mg, 6.22 mmol) in 20 ml of acetonitrile. Afterthe addition, the reaction was warmed to room temperature and stirredfor 18 hours. The reaction was filtered and the filtrate evaporated invacuo to afford a brown residue which was purified by flashchromatography (SiO2) eluting with ethyl acetate-hexane (1:7) 257 mg(17.7% yield) of the desired product (major regioisomer). HPLC Rt 6.09,mins. MS: m/z 280.0 (M+1) 278.1 (M−1).

Step 2:6-[6-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-5-nitro-pyridin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by the reaction of(6-Chloro-3-nitro-pyridin-2-yl)-(5-cyclopropyl-2H-pyrazol-3-yl)-amineand 6-Amino-3-oxo-2,3-dihydro-indazole-1-carboxylic acid tert-butylester in a similar manner as described above to afford 17 mg of thedesired product as a bright yellow solid (16.2% yield). H-NMR (CD₃OD) δ8.32(d, 1H), 7.68(d, 1H), 7.65(s, 1H), 7.17(d, 1H), 6.38(d, 1H), 6.24(s,1H), 1.79(m, 1H), 0.84(m, 2H), 0.48(m, 2H). MS (ES+): m/e=393.2 (M+H),391.2 (M−H); LC/Method A/4.149 min, 100% purity by area %.

Example 34 Preparation of6-[6-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-3-nitro-pyridin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[6-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-3-nitro-pyridin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared in a similar manner to afford a bright yellow solid (5.3%yield). H-NMR (DMSO-d6) δ 12.36(s br, 1H), 10.46(s, 1H), 8.63(d, J=9.15Hz, 1H), 7,19(d, 1H), 6.78(s br, 1H), 6.72(d, J=9.15 Hz, 1H), 6.58 (d,1H), 5.07(s, 1H), 2.89(t, 1H), 1.56(m, 1H), 0.82(m, 2H), 0.32(m, 2H). MS(ES+): m/e=393.2 (M+H), 391.1 (M−H); LC/Method A/4.336 min, 100% purityby area %.

Example 35 Preparation of6-[5-Amino-6-(5-cyclopropyl-2H-pyrazol-3-ylamino)-pyridin-2-ylamino]-1,2-dihydro-indazol-3-one

6-[5-Amino-6-(5-cyclopropyl-2H-pyrazol-3-ylamino)-pyridin-2-ylamino]-1,2-dihydro-indazol-3-onewas prepared by the catalytic hydrogenolysis (Pd/C, Hydrogen, 1 atm) of6-[6-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-5-nitro-pyridin-2-ylamino]-1,2-dihydro-indazol-3-oneto afford the desired product as a yellow solid. H-NMR(DMSO-d6) δ 9.16(s, 1H) 9.03 (s br, 1H), 7.47 (d, J=8.2 Hz, 1H), 7.36 (m, 1H), 7.30 (s,1H), 7.02 (d, J=8.2 Hz, 1H), 6.57(d, J=8.3 Hz, 1H), 6.41 (d, J=8.2 Hz,1H), 6.03 (s, 1H), 1.85 (m, 1H), 0.88 (m, 2H), 0.62 (m, 2H). MS (ES+):m/e=363.2 (M+H), 361.5 (M−H); LC/Method A/3.014 min, 96.0% purity byarea %.

Example 36 Preparation of6-[4-(5-Cyclopropyl-2H-pyrazol-3-ylamino)-5-nitro-pyrimidin-2-ylamino]-1,2-dihydro-indazol-3-one

Bright yellow solid (13.3% yield). H-NMR (DMSO-d6, 500 MHz) δ 12.42(s,1H), 11.23(s br, 1H), 10.61(s br, 1H), 10.45(s br, 1H), 9.11(s, 1H),7.58(d, 2H), 7.23(d, 1H), 6.12(s, 1H), 1.75(m, 1H), 0.80(m, 2H), 0.40(m,2H). MS (ES+): m/e=394.2 (M+H), 392.1 (M−H); LC/Method A/4.018 min, 100%purity by area %.

The following two compounds were prepared in a similar manner as thecompounds described directly above.

Preparation of6-[5-Nitro-6-(2H-[1,2,4]triazol-3-ylamino)-pyridin-2-ylamino]-1,2-dihydro-indazol-3-oneLight yellow solid (28.8% yield). H-NMR(DMSO-d6, 500 mHz) δ 12.54(s,1H), 8.52(d, 1H), 8.23(s, 1H), 7.42(d, 1H), 7.23(d, 1H), 6.98(s, 1H),6.76(d, 1H). MS (ES+): m/e=354.1 (M+H), 352.1 (M−H); LC/Method A/3.118min. 98% purity by area %.

Preparation of6-[6-(5-Methylsulfanyl-2H-[1,2,4]triazol-3-ylamino)-5-nitro-pyridin-2-ylamino]-1,2-dihydro-indazol-3-oneLight yellow solid (28.0% yield). H-NMR(DMSO-d6, 500 mHz) δ 12.46(s,1H), 8.56(d, 1H), 7.38(d, 1H), 7.28(d, 1H), 6.98(s, 2H), 6.84(s, 1H),6.69(d, 1H), 2.35(s, 3H). MS (ES+): m/e=400.1 (M+H), 398.0 (M−H);LC/Method A/4.343 min, 100% purity by area %.

II. Biological Activity:

Example 1 K_(i) Determination for the Inhibition of GSK-3

Compounds were screened for their ability to inhibit GSK-3β (AA 1–420)activity using a standard coupled enzyme system (Fox et al. (1998)Protein Sci. 7, 2249). Reactions were carried out in a solutioncontaining 100 mM HEPES (pH 7.5), 10 mM MgCl₂, 25 mM NaCl, 300 μM NADH,1 mM DTT and 1.5% DMSO. Final substrate concentrations in the assay were20 μM ATP (Sigma Chemicals, St Louis, Mo.) and 300 μM peptide (AmericanPeptide, Sunnyvale, Calif.). Reactions were carried out at 30° C. and 20nM GSK-3β. Final concentrations of the components of the coupled enzymesystem were 2.5 mM phosphoenolpyruvate, 300 μM NADH, 30 μg/ml pyruvatekinase and 10 μg/ml lactate dehydrogenase.

An assay stock buffer solution was prepared containing all of thereagents listed above with the exception of ATP and the test compound ofinterest. The assay stock buffer solution (175 μl) was incubated in a 96well plate with 5 μl of the test compound of interest at finalconcentrations spanning 0.002 μM to 30 μM at 30° C. for 10 min.Typically, a 12 point titration was conducted by preparing serialdilutions (from 10 mM compound stocks) with DMSO of the test compoundsin daughter plates. The reaction was initiated by the addition of 20 μlof ATP (final concentration 20 μM). Rates of reaction were obtainedusing a Molecular Devices Spectramax plate reader (Sunnyvale, Calif.)over 10 min at 30° C. The K_(i) values were determined from the ratedata as a function of inhibitor concentration.

Compounds of the invention were found to inhibit GSK-3. In certainembodiments, compounds were shown to have K_(i) values less than 0.1 μMfor GSK-3.

Example 2 K_(i) Determination for the Inhibition of Aurora-2

Compounds were screened in the following manner for their ability toinhibit Aurora-2 using a standard coupled enzyme assay (Fox et al (1998)Protein Sci 7, 2249).

To an assay stock buffer solution containing 0.1M HEPES 7.5, 10 mMMgCl₂, 1 mM DTT, 25 mM NaCl, 2.5 mM phosphoenolpyruvate, 300 mM NADH, 30mg/ml pyruvate kinase, 10 mg/ml lactate dehydrogenase, 40 mM ATP, and800 μM peptide (American Peptide, Sunnyvale, Calif.) was added a DMSOsolution of a compound of the present invention to a final concentrationof 30 μM. The resulting mixture was incubated at 30° C. for 10 min. Thereaction was initiated by the addition of 10 μL of Aurora-2 stocksolution to give a final concentration of 70 nM in the assay. The ratesof reaction were obtained by monitoring absorbance at 340 nm over a 5minute read time at 30° C. using a BioRad ultramark plate reader(Hercules, Calif.). The K_(i) values were determined from the rate dataas a function of inhibitor concentration.

Compounds of the invention were found to inhibit Aurora-2 In certainembodiments, compounds were shown to have K_(i) values less than 0.1 μMfor Aurora-2.

Example 3 CDK-2 Inhibition Assay

Compounds were screened in the following manner for their ability toinhibit CDK-2 using a standard coupled enzyme assay (Fox et al (1998)Protein Sci 7, 2249).

To an assay stock buffer solution containing 0.1M HEPES 7.5, 10 mMMgCl₂, 1 mM DTT, 25 mM NaCl, 2.5 mM phosphoenolpyruvate, 300 mM NADH, 30mg/ml pyruvate kinase, 10 mg/ml lactate dehydrogenase, 100 mM ATP, and100 μM peptide (American Peptide, Sunnyvale, Calif.) was added a DMSOsolution of a compound of the present invention to a final concentrationof 30 μM. The resulting mixture was incubated at 30° C. for 10 min.

The reaction was initiated by the addition of 10 μL of CDK-2/Cyclin Astock solution to give a final concentration of 25 nM in the assay. Therates of reaction were obtained by monitoring absorbance at 340 nm overa 5-minute read time at 30° C. using a BioRad Ultramark plate reader(Hercules, Calif.). The K_(i) values were determined from the rate dataas a function of inhibitor concentration.

Compounds of the invention were found to inhibit CDK-2. In certainembodiments, compounds were shown to have K_(i) values less than 1.0 μMfor CDK-2.

Example 4 ERK Inhibition Assay

Compounds were assayed for the inhibition of ERK2 by aspectrophotometric coupled-enzyme assay (Fox et al (1998) Protein Sci 7,2249). In this assay, a fixed concentration of activated ERK2 (10 nM)was incubated with various concentrations of the compound in DMSO (2.5%)for 10 min. at 30° C. in 0.1 M HEPES buffer, pH 7.5, containing 10 mMMgCl₂, 2.5 mM phosphoenolpyruvate, 200 μM NADH, 150 μg/mL pyruvatekinase, 50 μg/mL lactate dehydrogenase, and 200 μM erktide peptide. Thereaction was initiated by the addition of 65 μM ATP. The rate ofdecrease of absorbance at 340 nM was monitored.

Compounds of the invention were found to inhibit ERK2. In certainembodiments, compounds were shown to have K_(i) values less than 1.0 μMfor ERK2.

Example 5 PRAK Inhibition Assay

Compounds were screened for their ability to inhibit PRAK activity usinga standard coupled enzyme system (Fox et al. (1998) Protein Sci. 7,2249). Reactions were carried out in a solution containing 100 mM HEPES(pH 7.5), 10 mM MgCl₂, 25 mM NaCl, 300 μM NADH, 1 mM DTT and 1.5% DMSO.Final substrate concentrations in the assay were 12.5 μM ATP (SigmaChemicals, St Louis, Mo.) and 300 μM peptide (American Peptide,Sunnyvale, Calif.). Reactions were carried out at 30° C. and 120 nMPRAK. Final concentrations of the components of the coupled enzymesystem were 2.5 mM phosphoenolpyruvate, 300 μM NADH, 30 μg/ml pyruvatekinase and 10 μg/ml lactate dehydrogenase.

An assay stock buffer solution was prepared containing all of thereagents listed above with the exception of ATP and the test compound ofinterest. The assay stock buffer solution (175 μl) was incubated in a 96well plate with 5 μl of the test compound of interest at finalconcentrations spanning 0.014 μM to 30 μM at 30° C. for 10 min.Typically, a 12 point titration was conducted by preparing serialdilutions (from 10 mM compound stocks) with DMSO of the test compoundsin daughter plates. The reaction was initiated by the addition of 20 μlof ATP (final concentration 12.5 μM). Rates of reaction were obtainedusing a Molecular Devices Spectramax plate reader (Sunnyvale, Calif.)over 10 min at 30° C. The K_(i) values were determined from the ratedata as a function of inhibitor concentration.

Compounds of the invention were found to inhibit PRAK. In certainembodiments, compounds were shown to have K_(i) values less than 1.0 μMfor PRAK.

Example 6 SRC Inhibition Assay

The compounds are evaluated as inhibitors of human Src kinase usingeither a radioactivity-based assay or spectrophotometric assay.

Src Inhibition Assay A: Radioactivity-based Assay

The compounds are assayed as inhibitors of full length recombinant humanSrc kinase (from Upstate Biotechnology, cat. no. 14–117) expressed andpurified from baculo viral cells. Src kinase activity is monitored byfollowing the incorporation of ³³P from ATP into the tyrosine of arandom poly Glu-Tyr polymer substrate of composition, Glu:Tyr=4:1(Sigma, cat. no. P-0275). The following are the final concentrations ofthe assay components: 0.05 M HEPES, pH 7.6, 10 mM MgCl₂, 2 mM DTT, 0.25mg/ml BSA, 10 μM ATP (1–2 μCi ³³P-ATP per reaction), 5 mg/ml polyGlu-Tyr, and 1–2 units of recombinant human Src kinase. In a typicalassay, all the reaction components with the exception of ATP arepre-mixed and aliquoted into assay plate wells. Inhibitors dissolved inDMSO are added to the wells to give a final DMSO concentration of 2.5%.The assay plate is incubated at 30° C. for 10 min before initiating thereaction with ³³P-ATP. After 20 min of reaction, the reactions arequenched with 150 μl of 10% trichloroacetic acid (TCA) containing 20 mMNa₃PO₄. The quenched samples are then transferred to a 96-well filterplate (Whatman, UNI-Filter GF/F Glass Fiber Filter, cat no. 7700–3310)installed on a filter plate vacuum manifold. Filter plates are washedfour times with 10% TCA containing 20 mM Na₃PO₄ and then 4 times withmethanol. 200 μl of scintillation fluid is then added to each well. Theplates were sealed and the amount of radioactivity associated with thefilters is quantified on a TopCount scintillation counter. Theradioactivity incorporated is plotted as a function of the inhibitorconcentration. The data is fitted to a competitive inhibition kineticsmodel to get the K_(i) for the compound.

Src Inhibition Assay B: Spectrophotometric Assay

The ADP produced from ATP by the human recombinant Src kinase-catalyzedphosphorylation of poly Glu-Tyr substrate is quantified using a coupledenzyme assay (Fox et al (1998) Protein Sci 7, 2249). In this assay onemolecule of NADH is oxidised to NAD for every molecule of ADP producedin the kinase reaction. The disappearance of NADH is convenientlyfollowed at 340 nm.

The following are the final concentrations of the assay components:0.025 M HEPES, pH 7.6, 10 mM MgCl₂, 2 mM DTT, 0.25 mg/ml poly Glu-Tyr,and 25 nM of recombinant human Src kinase. Final concentrations of thecomponents of the coupled enzyme system are 2.5 mM phosphoenolpyruvate,200 μM NADH, 30 μg/ml pyruvate kinase and 10 μg/ml lactatedehydrogenase.

In a typical assay, all the reaction components with the exception ofATP are pre-mixed and aliquoted into assay plate wells. Inhibitorsdissolved in DMSO are added to the wells to give a final DMSOconcentration of 2.5%. The assay plate is incubated at 30° C. for 10 minbefore initiating the reaction with 100 μM ATP. The absorbance change at340 nm with time, the rate of the reaction, is monitored on a moleculardevices plate reader. The data of rate as a function of the inhibitorconcentration is fitted to competitive inhibition kinetics model to getthe K_(i) for the compound.

Compounds of the invention were found to inhibit SRC. In certainembodiments, compounds were shown to have K_(i) values less than 1.0 μMfor SRC.

Example 7 SYK Inhibition Assay

Compounds were screened for their ability to inhibit Syk using astandard coupled enzyme assay (Fox et al (1998) Protein Sci 7, 2249).Reactions were carried out in 100 mM HEPES pH 7.5, 10 mM MgCl2, 25 mMNaCl, 1 mM DTT and 1.5% DMSO. Final substrate concentrations in theassay were 200 μM ATP (Sigma chemical Co.) and 4 μM poly Gly-Tyr peptide(Sigma Chemical Co.). Assays were carried out at 30° C. and 200 nM Syk.Final concentrations of the components of the coupled enzyme system were2.5 mM phosphoenolpyruvate, 300 μM NADH, 30 μg/ml pyruvate kinase and 10μg/ml lactate dehydrogenase.

An assay stock buffer solution was prepared containing all of thereagents listed above, with the exception of Syk, DTT and the testcompound of interest. 56 μl of the test reaction was placed in a 96 wellplate followed by the addition of 1 μl of 2 mM DMSO stock containing thetest compound (final compound concentration 30 μM). The plate waspre-incubated for ˜10 minutes at 30° C. and the reaction initiated bythe addition of 10 μl of enzyme (final concentration 25 nM). Rates ofreaction were obtained using a BioRad Ultramark plate reader (Hercules,Calif.) over a 5 minute read time at 30° C.

Compounds of the invention were found to inhibit SYK. In certainembodiments, compounds were shown to have K_(i) values less than 1.0 μMfor SYK.

Example 8 MK2 Inhibition Assay: K_(i) Determination for the Inhibitionof MK2

Compounds were screened for their ability to inhibit MK2 activity usinga standard coupled enzyme system (Fox et al. (1998) Protein Sci. 7,2249). Reactions were carried out in a solution containing 100 mM HEPES(pH 7.5), 10 mM MgCl₂, 25 mM NaCl, 300 μM NADH, 1 mM DTT and 1.5% DMSO.Final substrate concentrations in the assay were 30 μM ATP (SigmaChemicals, St Louis, Mo.) and 300 μM peptide (American Peptide,Sunnyvale, Calif.). Reactions were carried out at 30° C. and 30 nM MK2.Final concentrations of the components of the coupled enzyme system were2.5 mM phosphoenolpyruvate, 300 μM NADH, 30 μg/ml pyruvate kinase and 10μg/ml lactate dehydrogenase.

An assay stock buffer solution was prepared containing all of thereagents listed above with the exception of ATP and the test compound ofinterest. The assay stock buffer solution (175 μl) was incubated in a 96well plate with 5 μl of the test compound of interest at finalconcentrations spanning 0.014 μM to 30 μM at 30° C. for 10 min.Typically, a 12 point titration was conducted by preparing serialdilutions (from 10 mM compound stocks) with DMSO of the test compoundsin daughter plates. The reaction was initiated by the addition of 20 μlof ATP (final concentration 30 μM). Rates of reaction were obtainedusing a Molecular Devices Spectramax plate reader (Sunnyvale, Calif.)over 10 min at 30° C. The K_(i) values were determined from the ratedata as a function of inhibitor concentration.

Compounds of the invention were found to inhibit MK2. In certainembodiments, compounds were shown to have K_(i) values less than 1.0 μMfor MK2.

1. A compound of formula I:

or a pharmaceutically acceptable salt thereof, wherein: R¹ and R² areeach independently hydrogen or a nitrogen protecting group; one of R³ orR⁴ is —R and the other one of R³ or R⁴ is —Q¹—A—Q²—Y, wherein Q¹ is avalence bond, —NR^(A)—, —C(R^(A))₂—, —S—, —O—, —SO₂— or —CO—, whereineach occurrence of R^(A) is independently hydrogen or optionallysubstituted C₁₋₄aliphatic, or two occurrences of R^(A) on the samecarbon atom are taken together to form an optionally substituted3–6-membered carbocyclic ring; A is an optionally substituted groupselected from a 5–7-membered monocyclic or 8–10-membered bicyclic aryl,heteroaryl, heterocyclic or carbocyclic ring; Q² is NR^(C), S, O, orC(R^(C))₂, wherein each occurrence of R^(C) is independently hydrogen oroptionally substituted C₁₋₄aliphatic; Y is an optionally substitutedgroup selected from a 5–7-membered monocyclic or 8–10 membered bicyclicaryl, heteroaryl, heterocyclic or carbocyclic ring; R⁵ is —R; Z is CR⁶,wherein R⁶ is —R; and each occurrence of —R is independently hydrogen,Q_((n))halogen, Q_((n))CN, Q_((n))NO₂, or Q_((n))R⁷, wherein n is zeroor one, Q is an optionally substituted C₁₋₄alkylidene chain wherein oneor more methylene units of Q is optionally replaced by —O—, —S—, —NR⁷—,—NR⁷CO—, —NR⁷CONR⁷—, —NR⁷CO₂—, —CO—, —CO₂—, —CONR⁷—, —OC(O)NR⁷—, —SO₂—,—SO₂NR⁷—, —NR⁷SO₂—, —NR⁷SO₂NR⁷—, —C(O)C(O)—, or —C(O)C(R⁷)₂C(O)—, andeach occurrence of R⁷ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R⁷ on the same nitrogen atom are takentogether with the nitrogen atom to form an optionally substituted groupselected from a 5–8-membered heterocyclic or 5–8-membered heteroarylring; wherein one or more optional substituents on the unsaturatedcarbon atom of an aryl or heteroaryl group are independently selectedfrom halogen —R°; —OR°; —SR°; 1,2-methylenedioxy; 1,2-ethylenedioxy,phenyl (Ph) optionally substituted with R°; —O(Ph) optionallysubstituted with R°; —(CH₂)₁₋₂(Ph), optionally substituted with R°;—CH═CH(Ph), optionally substituted with R°; —NO₂; —CN; —N(R°)₂;—NR°C(O)R°; —NR°C(S)R°; —NR°C(O)N(R°)₂; —NR°C(S)N(R°)₂; —NR°CO₂R°;—NR°NR°C(O)R°; —NR°NR°C(O)N(R°)₂; —NR°NR°CO₂R°; —C(O)C(O)R°;—C(O)CH₂C(O)R°; —CO₂R°; —C(O)R°; —C(S)R°; —C(O)N(R°)₂; —C(S)N(R°)₂;—OC(O)N(R°)₂; —OC(O)R°; —C(O)N(OR°) R°; —C(NOR°)R°; —S(O)₂R°; —S(O)₃R°;—SO₂N(R°)₂; —S(O)R°; —NR°SO₂N(R°)₂, —NR°SO₂R°; —N(OR°)R°;—C(═NH)—N(R°)₂; or —(CH₂)₀₋₂NHC(O)R°, wherein each independentoccurrence of R° is selected from hydrogen optionally substitutedC₁₋₆aliphatic, an unsubstituted 5–6 membered heteroaryl or heterocyclicring, phenyl, —O(Ph), or —CH₂(Ph), or, two independent occurrences ofR°, on the same substituent or different substituents, taken togetherwith the atom(s) to which each R°group is bound, optionally form a5–8-membered heterocyclyl, aryl, or heteroaryl ring or a 3–8-memberedcycloalkyl ring having 0–3 heteroatoms independently selected fromnitrogen, oxygen, or sulfur, wherein one or more optional substituentson the aliphatic group of R° are selected from NH₂, NH(C₁₋₄aliphatic),N(C₁₋₄aliphatic)₂, halogen, C₁₋₄aliphatic, OH, O(C₁₋₄aliphatic), NO₂,CN, CO₂H, CO₂(C₁₋₄aliphatic), O(haloC₁₋₄aliphatic), orhaloC₁₋₄aliphatic, wherein each of the foregoing C₁₋₄aliphatic groups ofR° is unsubstituted; wherein one or more optional substituents on analiphatic or heteroaliphatic group, or on a non-aromatic heterocyclicring are independently selected from halogen; —R°; —OR°; —SR°;1,2-methylenedioxy; 1,2-ethylenedioxy; phenyl (Ph) optionallysubstituted with R°; —O(Ph) optionally substituted with R°; —CH═CH(Ph),optionally substituted with R°; —NO₂; —CN; —N(R°)₂; —NR°C(O)R°;—NR°C(S)R°; —NR°C(O)N(R°)₂; —NR°C(S)N(R°)₂; —NR°CO₂R°; —NR°NR°C(O)R°;—NR°NR°C(O)N(R°)₂; —NR°NR°CO₂R°; —C(O)C(O)R°; —C(O)CH₂C(O)R°; —CO₂R°;—C(O)R°; —C(S)R°; —C(O)N(R°)₂; —C(S)N(R°)₂; —OC(O)N(R°)₂; —OC(O)R°;—C(O)N(OR°)R°; —C(NOR°)R°; —S(O)₂R°; —S(O)₃R°; —SO₂N(R°)₂; —S(O)R°;—NR°SO₂N(R°)₂; —NR°SO₂R°; —N(OR°)R°; —C(═NH)—N(R°)₂; or—(CH₂)₀₋₂NHC(O)R°, ═O, ═S, ═NNHR*, ═NN(R*)₂, ═NNHC(O)R*, ═NNHCO₂(alkyl),═NNHSO₂(alkyl), or ═NR*, where each R* is independently selected fromhydrogen or an optionally substituted C₁₋₆ aliphatic, wherein one ormore optional substituents on the aliphatic group of R* are selectedfrom NH₂, NH(C₁₋₄aliphatic), N(C₁₋₄aliphatic)₂, halogen, C₁₋₄ aliphatic,OH, O(C₁₋₄ aliphatic), NO₂, CN, CO₂H, CO₂(C₁₋₄ aliphatic), O(haloC₁₋₄aliphatic), or halo(C₁₋₄aliphatic), wherein each of the foregoingC₁₋₄aliphatic groups of R* is unsubstituted; wherein one or moreoptional substituents on a nitrogen of a non-aromatic heterocyclic ringare independently selected from —R⁺, —N(R⁺)₂, —C(O)R⁺, —CO₂R⁺,—C(O)C(O)R⁺, —C(O)CH₂C(O)R⁺, —SO₂R⁺, —SO₂N(R⁺)₂, —C(═S)N(R⁺)₂,—C(═NH)—N(R⁺)₂, or —NR⁺SO₂R⁺; wherein R⁺ is hydrogen, an optionallysubstituted C₁₋₆ aliphatic, optionally substituted phenyl, optionallysubstituted —O(Ph), optionally substituted —CH₂(Ph), optionallysubstituted —(CH₂)₁₋₂(Ph); optionally substituted —CH═CH(Ph); or anunsubstituted 5–6 membered heteroaryl or heterocyclic ring having one tofour heteroatoms independently selected from oxygen, nitrogen, orsulfur, or, two independent occurrences of R⁺, on the same substituentor different substituents, taken together with the atom(s) to which eachR⁺ group is bound, optionally form a 5–8-membered heterocyclyl, aryl orheteroaryl ring or a 3–8-membered cycloalkyl ring having 0–3 heteroatomsindependently selected from nitrogen, oxygen, or sulfur, wherein one ormore optional substituents on the aliphatic group or the phenyl ring ofR⁺ are selected from NH₂, NH(C₁₋₄ aliphatic), N(C₁₋₄ aliphatic)₂,halogen, C₁₋₄ aliphatic, OH, O(C₁₋₄ aliphatic), NO₂, CN, CO₂H, CO₂(C₁₋₄aliphatic), O(halo C₁₋₄ aliphatic), or halo(C₁₋₄ aliphatic), whereineach of the foregoing C₁₋₄aliphatic groups of R³⁰ is unsubstituted. 2.The compound of claim 1, wherein either of R³ or R⁴ is —Q¹—A—Q²—Y,wherein A is a substituted or unsubstituted aryl or heteroaryl moietyand compounds have the general formula IIa or IIb:

wherein Z¹ is N or CR^(V), Z² is N or CR^(W), Z³ is N or CR^(X) and Z⁴is N or CR^(Y), wherein R^(V), R^(W), R^(X) and R^(Y) are eachindependently R⁸, or R^(X) and R^(Y), or R^(V) and R^(Y) are takentogether with their intervening atoms to form a fused, unsaturated orpartially unsaturated, 5–8 membered ring having 0–3 ring heteroatomsselected from oxygen, sulfur, or nitrogen, wherein any substitutablecarbon on said fused ring formed by R^(X) and R^(Y) or by R^(V) andR^(Y) is substituted by oxo or R⁸, and any substitutable nitrogen onsaid ring formed by R^(X) and R^(Y) or by R^(V) and R^(Y) is substitutedby R⁹; wherein each occurrence of R⁸ is independently —R; and eachoccurrence of R⁹ is independently hydrogen, —R′, —COR′, —CO₂(R′),—CON(R′)₂, or —SO₂R′, wherein each occurrence of R′ is independentlyhydrogen, optionally substituted aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted 5–8membered heterocyclic or heteroaryl ring.
 3. The compound of claim 2,wherein A represents one of the following moieties:


4. The compound of claim 3, wherein ring A is one of formulas i, ii, iiior x.
 5. The compound of claim 2, wherein Ring A is one of groups II-Athrough II-DD, wherein Z¹ is nitrogen or CR^(V), Z² is nitrogen orCR^(W), and p is 0–4:


6. The compound of claim 5, wherein ring A is one of II-A, II-B, II-C,II-D, II-E, II-F, II-H, II-I, II-J, II-K, II-L, II-N, II-O, or II-DD. 7.The compound of claim 5, wherein ring A is one of II-A, II-B, II-C,II-D, II-E, II-H, or II-K.
 8. The compound of claim 5, wherein ring A isone of II-A or II-B.
 9. The compound of claim 5, wherein Z¹ is CR^(V)and Z² is CR^(W).
 10. The compound of claim 5, wherein Z¹ is N and Z² isN.
 11. The compound of claim 5, wherein Z¹ is N and Z² is CR^(W). 12.The compound of claim 5, wherein Z¹ is CR^(V) and Z² is N.
 13. Thecompound of claim 2, wherein A is a monocyclic ring system and R^(X)groups, when present, are selected from hydrogen, alkyl- ordialkylamino, acetamido, or a C₁₋₄ aliphatic group; R^(Y) groups, whenpresent, are selected from hydrogen, an optionally substituted groupselected from C₁₋₆ aliphatic, C₁₋₆ heteroaliphatic, aryl, or heteroaryl,—Q_((n))N(R⁷)₂, —Q_((n))OR⁷, —Q_((n))SR⁷, —Q_((n))(C═O)O(R⁷),—Q_((n))C(O)N(R⁷)₂, —Q_((n))NHC(O)R⁷, —Q_((n))NHSO₂R⁷, or—Q_((n))SO₂N(R⁷)₂, wherein n is 0 or 1, and wherein Q is preferably—(C(R″)₂)—, wherein R″ is hydrogen or C₁₋₃alkyl, and wherein eachoccurrence of R⁷ is independently hydrogen, optionally substitutedaliphatic, heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷on the same nitrogen atom are taken together with the nitrogen atom toform an optionally group selected from a 5–8 membered heterocyclic or5–8 membered heteroaryl ring.
 14. The compound of claim 13, whereinR^(Y) is one of the following groups: optionally substituted 5–6membered heteroaryl or heterocyclyl rings, optionally substituted arylor cycloalkyl rings; optionally substituted C₁₋₆ aliphatic;alkoxyalkylamino alkoxyalkyl; aminoalkyl; alkyl- or dialkylamino; alkyl-or dialkylaminoalkoxy; alkyl- or dialkylaminoalkoxyalkyl; or acetamido.15. The compound of claim 2, wherein A is a bicyclic ring system and thebicyclic ring system A may be substituted by one or more occurrences ofoxo, R⁸ or R⁹, wherein R⁸ is —R⁷, halo, —O(CH₂)₂₋₄—N(R⁷)₂,—O(CH₂)₂₋₄—R⁷, —OR⁷, —N(R⁷)—(CH₂)₂₋₄—N(R⁷)₂, —N(R⁷)—(CH₂)₂₋₄—R⁷,—C(═O)R⁷, —CO₂R⁷, —COCOR⁷, —NO₂, —CN, —S(O)R⁷, —SO₂R⁷, —SR⁷, —N(R⁷)₂,—CON(R⁷)₂, —SO₂N(R⁷)₂, —OC(═O)R⁷, —N(R⁷)COR⁷, —N(R⁷)CO₂(optionallysubstituted C₁₋₆ aliphatic), —N(R⁷)N(R⁷)₂, —C═NN(R⁷)₂, —C═N—OR, —NHOR⁷,—N(R⁷)CON(R⁷)₂, —N(R⁷)SO₂N(R⁷)₂, —N(R⁷)SO₂R⁷, or —OC(═O)N(R⁷)₂, whereineach occurrence of R⁷ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R⁷ on the same nitrogen atom are takentogether with the nitrogen atom to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.
 16. The compound of claim 15 wherein each occurrence of R⁸ isindependently -halo, —R⁷, —OR⁷, —COR⁷, —CO₂R⁷, —CON(R⁷)₂, —O(C═O)N(R⁷)₂,—CN, —O(CH₂)₂₋₄—N(R⁷)₂, —O(CH₂)₂₋₄—R⁷, —NO₂, —N(R⁷)₂, —NR⁷COR⁷,—NR⁷SO₂R⁷, —SO₂N(R⁷)₂ wherein each occurrence of R⁷ is independentlyhydrogen, an optionally substituted group selected from aliphatic,heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on thesame nitrogen atom are taken together with the nitrogen atom to form anoptionally substituted group selected from a 5–8 membered heterocyclicor 5–8 membered heteroaryl ring.
 17. The compound of claim 2, wherein Yis an optionally substituted heteroaryl moiety.
 18. The compound ofclaim 2, wherein Y is selected from one of the following heteroarylmoieties a–y:

wherein q is 0–4, R¹⁰ is —R, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.
 19. The compound of claim 18, wherein Y is one of the followingheteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.
 20. The compound of claim 18, wherein Y is a pyrazole moiety, h.21. The compound of claim 18, wherein each R¹⁰ is independentlyhydrogen, C₁₋₄aliphatic, alkoxycarbonyl, optionally substituted phenyl,hydroxyalkyl, alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl,aminoalkyl, alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, or(N-heterocycle)carbonyl.
 22. The compound of claim 18, wherein eachoccurrence of R¹⁰ is independently methyl, cyclopropyl, ethyl,isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph, CH₂CH₂CH₂NH₂,CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃,CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇),CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, or CO(piperidin-1-yl).
 23. The compound of claim 18, wherein, Yis a pyrazole moiety, h′, wherein the pyrazole is substituted with twooccurrences of R¹⁰ (R^(10a) and R^(10b))

wherein R^(10a) is hydrogen, C₁₋₄aliphatic, alkoxycarbonyl, optionallysubstituted phenyl, hydroxyalkyl, alkoxyalkyl, aminocarbonyl, mono- ordialkylaminocarbonyl, aminoalkyl, alkylaminoalkyl, dialkylaminoalkyl,phenylaminocarbonyl, and (N-heterocycle)carbonyl; and R^(10b) ishydrogen.
 24. The compound of claim 23, wherein R^(10a) and R^(10b)taken together represent a substituted or unsubstituted cycloaliphatic,cycloheteroaliphatic, aryl or heteroaryl moiety and comprises one of thefollowing groups:

wherein r is 0–4 and R¹² is hydrogen, -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),—C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl, wherein each occurrence of R⁷ is independentlyhydrogen, an optionally substituted group selected from aliphatic,heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷ on thesame nitrogen atom are taken together with the nitrogen atom to form anoptionally substituted group selected from a 5–8 membered heterocyclicor 5–8 membered heteroaryl ring.
 25. The compound of claim 2, whereinwhen R³ is —Q¹—A—Q²—Y, R⁴ is hydrogen, C₁₋₃aliphatic, hydroxy,hydroxyalkyl, alkoxy, amino, aminoalkyl, mono- or di-alkylamino, mono-or di-alkylaminoalkyl, or optionally substituted phenyl.
 26. Thecompound of claim 25, wherein R⁴ is hydrogen, methyl, ethyl,cyclopropyl, hydroxy, phenyl or —CH₂NH₂.
 27. The compound of claim 2,wherein when R⁴ is —Q¹—A—Q²—Y, R³ is hydrogen, C₁₋₃aliphatic, hydroxy,hydroxyalkyl, alkoxy, amino, aminoalkyl, mono- or di-alkylamino, mono-or di-alkylaminoalkyl, or optionally substituted phenyl.
 28. Thecompound of claim 27, wherein R³ is hydrogen, methyl, ethyl,cyclopropyl, hydroxy, phenyl or —CH₂NH₂.
 29. The compound of claim 2,wherein R⁵ is hydrogen, halogen, —NO₂, —CN, hydroxy, optionallysubstituted C₁₋₃alkyl, optionally substituted alkoxy, —SO₂NH₂, or—C(O)alkyl.
 30. The compound of claim 29 wherein R⁵ is Cl, CF₃, OCF₃,CH₃, —CN, —SO₂NH₂ or —C(O)Me.
 31. The compound of claim 2, wherein Q¹ isNH and Q² is NH, and compounds are defined by the general formula IIa(i)or IIb(i):


32. The compound of claim 2, wherein Q¹ is S and Q² is NH, and compoundsare defined by the general formula IIa(ii) or IIb(ii):


33. The compound of claim 2, wherein Q¹ is O and Q² is NH, and compoundsare defined by the general formula IIa(iii) or IIb(iii):


34. The compound of claim 2, wherein Q² is NH, and compounds are definedby the general formula IIa(iv) or IIb(iv):

wherein Q¹ is —C(R^(A))₂.
 35. The compound of claim 2, wherein Q² is NHand Y is an optionally substituted heteroaryl moiety, and compounds aredefined by the general formula IIa(v) or IIb(v):

wherein Q¹ is a direct bond.
 36. The compound of any one of claims 31,32, 33, 34 or 35, wherein: (i) R¹, R², R⁴ and R⁵ are each hydrogen andwherein Z is CR⁶ and R⁶ is hydrogen; or R¹, R², R³ and R⁵ are eachhydrogen and wherein Z is CR⁶ and R⁶ is hydrogen; (ii) ring A is definedaccording to one of the following groups: (a) a ring A is one offormulas

(b) ring A is one of formulas

(c) ring A is one of formulas II-A, II-B, II-C, II-D, II-E, II-F, II-H,II-I, II-J, II-K, II-L, II-N, II-O, or II-DD; (d) ring A is one of theformulas II-A, II-B, II-C, II-D, II-E, II-H, or II-K; (e) ring A is oneof formulas II-A or II-B; (f) ring A is II-A and Z¹ is CR^(V) and Z² isCR^(W); (g) ring A is II-A and Z¹ is N and Z² is N; (h) ring A is II-Aand Z¹ is N and Z² is CR^(W); (i) ring A is II-A and Z¹ is CR^(V) and Z²is N; (j) ring A is an optionally substituted aryl or heteroaryl moietyof formula i, ii, i or x; (k) ring A is a monocyclic ring system andR^(V) and R^(W), when present, are hydrogen or amino; R^(X) groups, whenpresent, is hydrogen, alkyl- or dialkylamino, acetamido, or a C₁₋₄aliphatic group such as methyl, ethyl, cyclopropyl, or isopropyl; R^(Y)groups, when present, is hydrogen, an optionally substituted groupselected from hydrogen, C₁₋₆ aliphatic, C₁₋₆ heteroaliphatic, aryl, orheteroaryl, —Q_((n))N(R⁷)₂, —Q_((n))OR⁷, —Q_((n))SR⁷,—Q_((n))(C═O)O(R⁷), —Q_((n))C(O)N(R⁷)₂, —Q_((n))NHC(O)R⁷,—Q_((n))NHSO₂R⁷, or —Q_((n))SO₂N(R⁷)₂, wherein n is 0 or 1, and whereinQ is preferably —(C(R″)₂)—, wherein R″ is hydrogen or C₁₋₃alkyl, andwherein each occurrence of R⁷ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R⁷ on the same nitrogen atom are takentogether with the nitrogen atom to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring; (l) ring A is a monocyclic ring system and R^(V), R^(W) and R^(X)groups, when present, are hydrogen or amino; R^(Y) groups include groupsselected from optionally substituted 5–6 membered heteroaryl orheterocyclyl rings, such as 2-pyridyl, 4-pyridyl, pyrrolidinyl,piperidinyl, morpholinyl, or piperazinyl; optionally substituted aryl orcycloalkyl rings such as phenyl, halogen substituted phenyl, alkoxysubstituted phenyl, trifluoromethyl substituted phenyl, nitrosubstituted phenyl, methyl substituted phenyl; optionally substitutedC₁₋₆ aliphatic, such as methyl, ethyl, cyclopropyl, cyclopentyl,cyclohexyl, amino substituted cycloalkyl, acetamido substitutedcycloalkyl, isopropyl, or t-butyl; alkoxyalkylamino such asmethoxyethylamino; alkoxyalkyl such as methoxymethyl or methoxyethyl;aminoalkyl such as aminoethyl, dimethylaminoethyl; alkyl- ordialkylamino such as ethylamino or dimethylamino; alkyl- ordialkylaminoalkoxy such as dimethylaminopropyloxy; alkyl- ordialkylaminoalkoxyalkyl such as dimethylaminoethoxymethyl; andacetamido; (m) ring A system is a bicyclic ring system and the ringformed when R^(x) and R^(y) are taken together may be substituted orunsubstituted; (n) ring A system is a bicyclic ring system formed byR^(X) and R^(Y) taken together and substituted by one or moreoccurrences of R⁸ or R⁹, wherein each occurrence of R⁸ is independently—R⁷, halo, —O(CH₂)₂₋₄—N(R⁷)₂, —O(CH₂)₂₋₄—R⁷, —OR⁷,—N(R⁷)—(CH₂)₂₋₄—N(R⁷)₂, —N(R⁷)—(CH₂)₂₋₄—R⁷, —C(═O)R⁷, —CO₂R⁷, COCOR⁷,—NO₂, —CN, —S(O)R⁷, —SO₂R⁷, —SR⁷, —N(R⁷)₂, —CON(R⁷)₂, —SO₂N(R⁷)₂,—OC(═O)R⁷, —N(R⁷)COR⁷, —N(R⁷)CO₂(optionally substituted C₁₋₆ aliphatic),—N(R⁷)N(R⁷)₂, —C═NN(R⁷)₂, —C═N—OR, —NHOR⁷, —N(R⁷)CON(R⁷)₂,—N(R⁷)SO₂N(R⁷)₂, —N(R⁷)SO₂R⁷, or —OC(═O)N(R⁷)₂, wherein each occurrenceof R⁷ is independently hydrogen, an optionally substituted groupselected from aliphatic, heteroaliphatic, aryl or heteroaryl, or twooccurrences of R⁷ on the same nitrogen atom are taken together with thenitrogen atom to form an optionally substituted group selected from a5–8 membered heterocyclic or 5–8 membered heteroaryl ring; and eachoccurrence of R⁹ is independently hydrogen, —R′, —COR′, —CO₂(R′),—CON(R′)₂, or —SO₂R′, wherein each occurrence of R′ is independentlyhydrogen, an optionally substituted group selected from aliphatic,heteroaliphatic, aryl or heteroaryl, or two occurrences of R′ on thesame nitrogen atom are taken together with the nitrogen to form anoptionally substituted group selected from a 5–8 membered heterocyclicor 5–8 membered heteroaryl ring, (iii) Y is defined according to one ofthe following groups: (a) Y is an optionally substituted heteroarylmoiety; (b) Y is selected from one of the heteroaryl moieties a–y; (c) Yis selected from one of the following heteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring; (d) Y is a pyrazole moiety, h; (e) Y is one of a, b, f, h or o,optionally substituted with one or more R¹⁰ groups, wherein eachoccurrence of R¹⁰ is independently hydrogen, C₁₋₄aliphatic,alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and(N-heterocycle)carbonyl; (f) Y is one of a, b, f, h or o, optionallysubstituted with one or more R¹⁰ groups, wherein each occurrence of R¹⁰is independently hydrogen, methyl, cyclopropyl, ethyl, isopropyl,propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH, CH₂OCH₃,CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph, CH₂CH₂CH₂NH₂,CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃,CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇),CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl). (g) Y is a pyrazole moiety, h′, whereinthe pyrazole is substituted with R^(10a) and R^(10b),

wherein each occurrence of R^(10a) is hydrogen, C₁₋₄aliphatic,alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and(N-heterocycle)carbonyl, and R^(10b) is hydrogen; (h) Y is a pyrazolemoiety, h′, wherein the pyrazole is substituted with R^(10a) andR^(10b),

wherein each occurrence of R^(10a) is hydrogen, methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl, and R^(10b) is hydrogen; (i) Y isheteroaryl moiety substituted by at least two occurrences of R¹⁰ andwhere two occurrences of R¹⁰ taken together may represent an optionallysubstituted group selected from cycloaliphatic, cycloheteroaliphatic,aryl or heteroaryl; (j) Y represents one of the following heteroarylmoieties:

wherein r is 0–4 and R¹² is hydrogen, -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃haloalkyl, NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃ alkyl),—SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl), —C(O)NH₂,and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is most preferably methyl;(iv) for compounds of formula IIa(i), R⁴ is defined according to one ofthe following groups: (a) R⁴ is hydrogen, C₁₋₃aliphatic, hydroxy,hydroxyalkyl, alkoxy, amino, aminoalkyl, mono- or di-alkylamino, mono-or di-alkylaminoalkyl, or optionally substituted phenyl, or (b) R⁴ ishydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl or —CH₂NH₂; (v)for compounds of formula IIb(i), R³ is defined according to one of thefollowing groups: (a) R³ is hydrogen, C₁₋₃aliphatic, hydroxy,hydroxyalkyl, alkoxy, amino, aminoalkyl, mono- or di-alkylamino, mono-or di-alkylaminoalkyl, or optionally substituted phenyl, or (b) R³ ishydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl or —CH₂NH₂; and(vi) R⁵ is defined according to one of the following groups: (a)hydrogen, halogen, —NO₂, —CN, hydroxy, optionally substituted C₁₋₃alkyl,optionally substituted alkoxy, —SO₂NH₂, or —C(O)alkyl, or (b) R⁵ ishydrogen, Cl, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.
 37. The compoundof claim 1, wherein either of R³ or R⁴ is —Q¹—A—Q²—Y, wherein A is anoptionally substituted cycloaliphatic or heterocycloaliphatic moiety andcompounds have the general formula IIIa or IIIb:

wherein U is NR¹³, C(R¹⁴)₂, or O; V is NR¹³, C(R¹⁴)₂, or O; W is NR¹³,C(R¹⁴)₂, or O, and X is NR¹³, C(R¹⁴)₂, or O, and t is 0, 1 or 2, whereineach occurrence of R¹³ is independently hydrogen, —R′, —COR′, —CO₂(R′),—CON(R′)₂, or —SO₂R′, wherein each occurrence of R′ is independentlyhydrogen, optionally substituted group selected from C₁₋₆ aliphatic,C₁₋₆heteroaliphatic, aryl or heteroaryl, or two occurrences of R′ on thesame nitrogen atom are taken together with the nitrogen to form anoptionally substituted group selected from a 5–8 membered heterocyclicor 5–8 membered heteroaryl ring; and wherein each occurrence of R¹⁴ isindependently —R, with the proviso that when any one of U, V, W, or X isO or NR¹³, an adjacent group U, V, W or X is C(R¹⁴)₂.
 38. The compoundof claim 37, wherein ring A is selected from the following group:

wherein R¹³ is hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or heteroaryl ring; R¹⁴ is oxoor —R; and x is 0–4.
 39. The compound of claim 38, wherein x is 0 or 1and R¹⁴ is -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —haloalkyl, —NO₂, —O(C₁₋₃alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃ alkyl), —SO₂NH₂, —OC(O)NH₂,—NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl), —C(O)NH₂, and —CO(C₁₋₃ alkyl),wherein the (C₁₋₃ alkyl) is most preferably methyl.
 40. The compound ofclaim 38, wherein R¹³ is hydrogen or C₁₋₄alkyl.
 41. The compound ofclaim 38, wherein ring A is selected from one of xi, xii or xvi and x is0.
 42. The compound of claim 37, wherein Y is an optionally substitutedheteroaryl moiety.
 43. The compound of claim 37, wherein Y is selectedfrom one of the following heteroaryl moieties a–y:

wherein q is 0–4, R¹⁰ is —R, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.
 44. The compound of claim 43, wherein Y is one of the followingheteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring.
 45. The compound of claim 43, wherein each R¹⁰ is independentlyhydrogen, C₁₋₄aliphatic, alkoxycarbonyl, optionally substituted phenyl,hydroxyalkyl, alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl,aminoalkyl, alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, or(N-heterocycle)carbonyl.
 46. The compound of claim 43, wherein eachoccurrence of R¹⁰ is independently methyl, cyclopropyl, ethyl,isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH,CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph, CH₂Ch₂Ch₂NH₂,CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃,CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇),CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, or CO(piperidin-1-yl).
 47. The compound of claim 43, wherein, Yis a pyrazole moiety, h′, wherein the pyrazole is substituted with ofR^(10a) and R^(10b),

wherein R^(10a) is hydrogen, C₁₋₄aliphatic, alkoxycarbonyl, optionallysubstituted phenyl, hydroxyalkyl, alkoxyalkyl, aminocarbonyl, mono- ordialkylaminocarbonyl, aminoalkyl, alkylaminoalkyl, dialkylaminoalkyl,phenylaminocarbonyl, and (N-heterocycle)carbonyl; and R^(10b) ishydrogen.
 48. The compound of claim 47, wherein R^(10a) and R^(10b)taken together represent a substituted or unsubstituted cycloaliphatic,cycloheteroaliphatic, aryl or heteroaryl moiety and comprises one of thefollowing groups:

wherein r is 0–4 and R¹² is hydrogen, -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),—C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein each occurrence of R⁷ isindependently hydrogen, an optionally substituted group selected fromaliphatic, heteroaliphatic, aryl or heteroaryl, or two occurrences of R⁷on the same nitrogen atom are taken together with the nitrogen atom toform an optionally substituted group selected from a 5–8 memberedheterocyclic or 5–8 membered heteroaryl ring.
 49. The compound of claim37, wherein when R³ is —Q¹—A—Q²—Y, R⁴ is hydrogen, C₁₋₃aliphatic,hydroxy, hydroxyalkyl, alkoxy, amino, aminoalkyl, mono- ordi-alkylamino, mono- or di-alkylaminoalkyl, or optionally substitutedphenyl.
 50. The compound of claim 49, wherein R⁴ is hydrogen, methyl,ethyl, cyclopropyl, hydroxy, phenyl or —CH₂NH₂.
 51. The compound ofclaim 37, wherein when R⁴ is —Q¹—A—Q²—Y, R³ is preferably hydrogen,C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy, amino, aminoalkyl, mono-or di-alkylamino, mono- or di-alkylaminoalkyl, or optionally substitutedphenyl.
 52. The compound of claim 51, wherein R³ is hydrogen, methyl,ethyl, cyclopropyl, hydroxy, phenyl or —CH₂NH₂.
 53. The compound ofclaim 37, wherein R⁵ is hydrogen, halogen, —NO₂, —CN, hydroxy,optionally substituted C₁₋₃alkyl, optionally substituted alkoxy,—SO₂NH₂, or —C(O)alkyl.
 54. The compound of claim 53, wherein R⁵ is Cl,CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or —C(O)Me.
 55. The compound of claim 37,wherein Q¹ is NH and Q² is NH, and compounds are defined by the generalformula IIIa(i) or IIIb(i):


56. The compound of claim 37 wherein Q¹ is S, and Q² is NH, andcompounds are defined by the general formula IIIa(ii) or IIIb(ii):


57. The compound of claim 37 wherein Q¹ is O and Q² is NH, and compoundsare defined by the general formula IIIa(iii) or IIIb(iii):


58. The compound of claim 37, wherein Q² is NH, and compounds aredefined by the general formula IIIa(iv) or IIIb(iv):

wherein Q¹ is —C(R^(A))₂—.
 59. The compound of claim 37, wherein Q² isNH, and compounds are defined by the general formula IIIa(v) or IIIb(v):

wherein Q¹ is a direct bond.
 60. The compound of any one of claims 55,56, 57, 58, or 59 wherein: (i) R¹, R², R⁴ and R⁵ are each hydrogen andwherein Z is CR⁶ and R⁶ is hydrogen; or R¹, R², R³ and R⁵ are eachhydrogen and wherein Z is CR⁶ and R⁶ is hydrogen; (ii) ring A is definedaccording to one of the following groups: (a) ring A is selected fromone of the groups:

wherein R¹³ is hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R′,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring; R¹⁴ is oxo or —R; and x is 0–4; or (b) ring A is selected from oneof xi, xii or xvi and x is 0 or 1; R¹⁴ is -halo, —N(R⁷)₂, —C₁₋₃ alkyl,—C₁₋₃ haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),—C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl; and R¹³ is hydrogen or C₁₋₄alkyl; (iii) Y is definedaccording to one of the following groups: (a) Y is an optionallysubstituted heteroaryl moiety; (b) Y is selected from one of theheteroaryl moieties a–y; (c) Y is selected from one of the followingheteroaryl moieties:

wherein q is 0–4, R¹⁰ is —R, wherein —R is defined generally above andin classes and subclasses herein, and wherein each occurrence of R¹¹ isindependently hydrogen, —R′, —COR′, —CO₂(R′), —CON(R′)₂, or —SO₂R,wherein each occurrence of R′ is independently hydrogen, an optionallysubstituted group selected from aliphatic, heteroaliphatic, aryl orheteroaryl, or two occurrences of R′ on the same nitrogen atom are takentogether with the nitrogen to form an optionally substituted groupselected from a 5–8 membered heterocyclic or 5–8 membered heteroarylring; (d) Y is a pyrazole moiety, h; (e) Y is one of a, b, f, h or o,optionally substituted with one or more R¹⁰ groups, wherein eachoccurrence of R¹⁰ is independently hydrogen, C₁₋₄aliphatic,alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and(N-heterocycle)carbonyl; (f) Y is one of a, b, f, h or o, optionallysubstituted with one or more R¹⁰ groups, wherein each occurrence of R¹⁰is independently hydrogen, methyl, cyclopropyl, ethyl, isopropyl,propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃, CH₂OH, CH₂OCH₃,CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph, CH₂CH₂CH₂NH₂,CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂, CONHCH₂CH₂OCH₃,CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph, CONH(n-C₃H₇),CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(3-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl); (g) Y is a pyrazole moiety, h′, whereinthe pyrazole is substituted with R^(10a) and R^(10b) ,

wherein each occurrence of R^(10a) is hydrogen, C₁₋₄aliphatic,alkoxycarbonyl, optionally substituted phenyl, hydroxyalkyl,alkoxyalkyl, aminocarbonyl, mono- or dialkylaminocarbonyl, aminoalkyl,alkylaminoalkyl, dialkylaminoalkyl, phenylaminocarbonyl, and(N-heterocycle)carbonyl, and R^(10b) is hydrogen; (h) Y is a pyrazolemoiety, h′, wherein the pyrazole is substituted with two occurrences ofR¹⁰ (R^(10a) and R^(10b) as depicted),

wherein each occurrence of R^(10a) is hydrogen, methyl, cyclopropyl,ethyl, isopropyl, propyl, t-butyl, cyclopentyl, phenyl, CO₂H, CO₂CH₃,CH₂OH, CH₂OCH₃, CH₂CH₂CH₂OH, CH₂CH₂CH₂OCH₃, CH₂CH₂CH₂OCH₂Ph,CH₂CH₂CH₂NH₂, CH₂CH₂CH₂NHCOOC(CH₃)₃, CONHCH(CH₃)₂, CONHCH₂CH═CH₂,CONHCH₂CH₂OCH₃, CONHCH₂Ph, CONH(cyclohexyl), CON(Et)₂, CON(CH₃)CH₂Ph,CONH(n-C₃H₇), CON(Et)CH₂CH₂CH₃, CONHCH₂CH(CH₃)₂, CON(n-C₃H₇)₂,CO(2-methoxymethylpyrrolidin-1-yl), CONH(3-tolyl), CONH(4-tolyl),CONHCH₃, CO(morpholin-1-yl), CO(4-methylpiperazin-1-yl), CONHCH₂CH₂OH,CONH₂, and CO(piperidin-1-yl, and R^(10b) is hydrogen; (i) Y isheteroaryl moiety substituted by at least two occurrences of R¹⁰ andwhere two occurrences of R¹⁰ taken together may represent an optionallysubstituted group selected from cycloaliphatic, cycloheteroaliphatic,aryl or heteroaryl; (j) Y represents one of the following heteroarylmoieties:

wherein r is 0–4 and R¹² is hydrogen, -halo, —N(R⁷)₂, —C₁₋₃ alkyl, —C₁₋₃haloalkyl, —NO₂, —O(C₁₋₃ alkyl), —CO₂(C₁₋₃ alkyl), —CN, —SO₂(C₁₋₃alkyl), —SO₂NH₂, —OC(O)NH₂, —NH₂SO₂(C₁₋₃ alkyl), —NHC(O)(C₁₋₃ alkyl),—C(O)NH₂, and —CO(C₁₋₃ alkyl), wherein the (C₁₋₃ alkyl) is mostpreferably methyl; (iv) R⁴ is defined according to one of the followinggroups: (a) R⁴ is hydrogen, C₁₋₃aliphatic, hydroxy, hydroxyalkyl,alkoxy, amino, aminoalkyl, mono- or di-alkylamino, mono- ordi-alkylaminoalkyl, or optionally substituted phenyl, or (b) R⁴ ishydrogen, methyl, ethyl, cyclopropyl, hydroxy, phenyl or —CH₂NH₂; (v) R³is defined according to one of the following groups: (a) R³ is hydrogen,C₁₋₃aliphatic, hydroxy, hydroxyalkyl, alkoxy, amino, aminoalkyl, mono-or di-alkylamino, mono- or di-alkylaminoalkyl, or optionally substitutedphenyl, or (b) R³ is hydrogen, methyl, ethyl, cyclopropyl, hydroxy,phenyl or —CH₂NH₂; and (vi) R⁵ is defined according to one of thefollowing groups: (a) hydrogen, halogen, —NO₂, —CN, hydroxy, optionallysubstituted C₁₋₃alkyl, optionally substituted alkoxy, —SO₂NH₂, or—C(O)alkyl, or (b) R⁵ is hydrogen, Cl, CF₃, OCF₃, CH₃, —CN, —SO₂NH₂ or—C(O)Me.
 61. A pharmaceutical composition comprising a compound of claim1, and a pharmaceutically acceptable carrier, adjuvant, or vehicle. 62.A method of inhibiting a PRAK, GSK3, ERK2, CDK2, MK2, SRC, SYK, orAurora-2 kinase activity in a biological sample comprising the step ofcontacting said biological sample with: a) a composition according toclaim 61; or b) a compound of claim
 1. 63. The compound according toclaim 1 selected from the following: